It's What My Cutie Mark is Telling Me
by CaptWaffleIron
Summary: Twilight Sparkle missed Fluttershy before she left Ponyville in the events of Magical Mystery Cure, leaving Fluttershy alone and confused about her purpose. Now Twilight and friends must find and rescue their missing friend. Or will someone else rescue her first? First story.
1. Chapter 1

**AN: Hello Fanfiction! So this is my first story that I've been working on over the last year or so. The idea stuck after watching the Season 3 finale and here we are now on the brink of season 5. How do I put this...I am very much a Fluttershy at heart when it comes to interacting with people, online or in person.  
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**This first chapter is honestly a recounting of the events leading into the story, but I felt it was necessary as a preface.  
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**But I hope you enjoy!**

**Oh...and I guess the mandatory disclaimer: I'm not writing for profit, I'm writing for fun. Hasbro owns the general characters, and outside of a few instances of my own creations, they are not mine.**

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Chapter 1: The Disappearance of Fluttershy

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Twilight Sparkle sighed. She needed to set everything right, and soon wouldn't be fast enough.

Thinking over what she saw, she made a decision. It was a tough call between helping Rarity or Pinkie Pie first. But while Sweet Apple Acres was slowly going into ruins, which was beyond her why Big Mac, Applebloom, and Granny Smith would allow that to happen, which showed signs that this miscast spell must have farther reaching effects if everyone thought that this was normal, the weather situation needed to be solved before some apocalyptic event occurred while Rarity tried to make a new pattern for the sky.

And for that, she needed to get to Rainbow Dash.

Fluttershy's cottage was a disaster area when she and Spike arrived. The outside no longer held that nicely tended look that Fluttershy had worked hard to keep in place, some of the windows had cracks or holes in them, and there was a distinct lack of animal life that seemed to fill the place when Fluttershy was here. But they couldn't dwell on that right now.

The duo moved to the door with haste, Spike struggling as he carried the large chest that held the Elements of Harmony. Pausing for a moment, Twilight could tell something wasn't quite right. The place was too quiet, especially being the home for a large amount of animals. Worried, the unicorn pushed open the door and looked around the room, having to look twice to confirm what she was seeing.

"Rainbow!" Twilight cried out, seeing her friend placed in a cauldron while the animals did some ritualistic chant around her.

She found it odd that herbivores would even consider eating a pony in the first place. Perhaps there was a book in the library on this? There was this _one_ book written by some unicorn who looked at psychological behaviors under stress when...

"Twilight! Help!" Rainbow Dash cried.

_That doesn't matter right now_, Twilight shook her head, kicked out of her thoughts. She needed to work on rescuing the pegasus right now. Within seconds she had a rough plan in mind.

"Hold on, Rainbow!"

Twilight concentrated her powers and unleashed a levitation spell. Which worked fine until the critters noticed that Rainbow was escaping. Small rodents in the room chittered angrily while the birds wasted no time in diving straight at Rainbow Dash, blocking Twilight's attempts at moving the pony away from the cauldron. In the back of the room a lone bear stumbled forward, growling menacingly as he stumbled forward.

"Rainbow Dash," Spike called out in fear from her side, watching as the animals took offense to their attempted rescue.

Twilight took a breath to study the situation further. Just floating her out of there wouldn't work. She needed to shield her from all these furious animals!

Without a second thought she unleashed a small purple bubble of a shield around Rainbow Dash, protecting her from the swarming birds and angry critters that attempted to stab at her from the floor. It would do for a temporary form of protection, but with Twilight having to constantly focus to work on the spell, it couldn't last long.

"Twilight! Look out!" Spike shouted, grabbing her attention away from her current puzzle.

Twilight looked down, noticing all the small rodents and other woodland creatures that were rushing to her position with Angel Bunny leading the charge.

_That bunny was always too smart for its own good,_ Twilight thought, just before the flood of animals swept her up. Twilight shrieked as she was knocked off of her hooves, losing concentration of her shield spell over Rainbow.

"Twilight!" Rainbow Dash's distressed voice cried from across the room where she landed and began to disappear under an ever growing pile of angry animals.

"No! Rainbow!" Twilight shouted as she slowly lost sight of her friend with the various critters climbing over her.

_What are you doing, Twilight? Use your head!_ Twilight yelled at herself. _Shield spell won't work with all these distractions! While I could cut the rope with my magic, I run the risk of hurting Rainbow, or even these animals, in the process if I can't concentrate the spells properly! I just need to get to her...Thats it!_

Twilight gathered her powers once more and concentrated on the spell she needed. With intent in mind, the unicorn found herself removed from where Angel Bunny made to stab her with a fork and placed right above where Rainbow Dash was buried under the animals.

"Rainbow," Twilight called as she fell to the floor, pulling out a blue hoof of said pegasus as she pushed through the pile of critters. Rainbow used Twilight's arm to pull herself up, shaking off the small creatures.

"I thought I was a goner there for a second," Rainbow chuckled as she knocked away a stray squirrel that attached itself to her wing.

Twilight went to respond when they heard the low roar of the bear in the room. Looking around, the found that the creature loomed directly overhead, ready to swoop down for one final swing.

"Hold on Rainbow!" Twilight cried out, hugging Rainbow close to her as she let loose one more teleportation spell.

In a flash they were out of swiping distance of the bears arm and over by the front door. Rainbow Dash fell to the floor, eyes swimming in and out of focus at the sudden jump they just did. Twilight smirked lightly as she recalled her own first time teleporting. It did tend to make one dizzy.

Shaking her mane, she looked for the last member of her party, finding the small dragon stuck in a corner of the room, standing upon a table where Angle Bunny now had gathered a new group to take down her assistant.

"Spike!" Twilight called, levitating him off the nearby table where he was swatting at the animals with one hand and protecting the elements of harmony with his other. With the small dragon now by her side she created one more shield around the three of them. The animals quickly formed up, knocking against her magical force field with fury.

"Spike, I need you to untie Rainbow Dash for me!" Twilight commanded, keeping her eyes on the animals all around them instead of watching his progress. The creatures in the cabin were getting their bearings and looking to make another attack towards them. Already small squirrels and rats were bashing acorns and nuts against her shield to try and break it.

"How are we going to get out of here?" Spike asked as he struggled with one hand with the knots.

"Can't you teleport us out again?" Rainbow glanced nervously at the animals all around them, giving Spike a thankful nod as she stretched her wings out.

"I can try," Twilight gritted out.

It was hard enough trying to keep this barrier up with all of the animals washing against it like waves, "Hold on to me! I haven't really teleported so many ponies at once before!"

As Twilight began the spell, the shield fell. The animals, seeing their opportunity, moved in with one final push. Rainbow Dash and Spike both screamed in horror at the claws and teeth that descended upon them.

Suddenly the magic took effect and with a slight pull, they appeared outside the cottage, falling to the ground in one big pile. The sound of all the animals crashing against the floor could be heard from inside.

Rainbow rightened herself the fastest, quickly glancing back at the cottage in fear, "Block the door! That bear knows how to work locks!"

Twilight didn't need another word as she levitated a nearby boulder, placing in front of the door. Not even a minute later, the door sounded like it was trying to open but kept clattering against the rock.

"How did this happen?" Twilight asked, out of breath.

"I don't know!" Rainbow cried dejectedly, "I swear that everything was going alright for the longest time, but today it was like I had never been with the animals before! I don't get it! Isn't this my job, what my cutie mark shows is my destiny? So why am I feeling so miserable?"

"It'll be ok Rainbow," Twilight tried to comfort her friend.

"Ok? How will it be "ok" when I can't even handle what my own destiny is telling me to do!" Rainbow screamed in frustration. With a sigh her gaze leveled with the ground in sadness.

"Maybe," the pegasus's voice choked out softly, almost like a squeak. She paused for a moment, then started again, "Maybe I should just give up. I could always return to Cloudsdale, or maybe that Zoo I've heard about in Phillydelphia..."

"Rainbow," Twilight whispered in sadness. With a quick hug she finally caught the depressed ponies eyes, "Listen, I know today has been...hard. But before you go and do anything drastic, how about we go visit some of our other friends? I've heard that Rarity is having issues with the weather. Maybe some flying would help take your mind off of all of this for a bit?"

"Flying?" Rainbow smiled big at the thought, "Well, I've always wanted to fly, you know, for fun and all. Maybe be apart of the Wonderbolts!"

The smile didn't last long, as it slowly vanished from her face as she gazed back at the cottage, "It's just that the animals...I couldn't leave them like that. They need lots of supervision and I can't just leave them for something like the Wonderbolt's academy. I've been stuck watching from afar..."

"Then wouldn't this be the perfect time to try?" Twilight pushed, "I mean, you look like you could use some cheering up, and flying always seems to make you happy. You could always pretend like it is a Wonderbolts audition!"

Rainbow Dash gave Twilight a long look before she chuckled softly and relented, "Ok, Twilight. I didn't say I was afraid of flying or anything like that. Anyways, this is Rarity we're talking about! She is our friend, and I could use some time away from those-those beasts."

She gestured over at the cottage, where the window panes shook violently against their frames.

"We better hurry along then," Twilight smiled in relief. She had been worried for a second there that she wouldn't be able to convince Rainbow Dash to follow her.

With a glance back over to Ponyville, she tried to remember where she last saw their fashionista, "I think Rarity was in the middle of town last I checked. Let's start there."

The group walked along the path into town, somehow avoiding getting drenched by the randomly placed rain clouds. Spike running to keep up as he held the container for the elements above his head.

"Hey! Rarity!," Twilight called as they caught sight of her from across the bridge, "Need some help?"

"Why, darling," Rarity sighed, tears ready to spill out of her eyes, "I-I really don't know. While I love the offer, isn't this my duty to Ponyville?"

"A little help never hurt anypony," Twilight smiled at her. Glancing at her side, she nudged Rainbow towards Rarity, "Come on, Rainbow. Get up there and help her clear up this weather!"

"Al-alright," Rainbow said, uncertainty wavering through her voice. Softly hovering in the air, she cautiously floated up to one of the nearby clouds.

"Please be careful!" Rarity called from down below, "Those thundery ones keep giving me problems!"

Rainbow Dash hummed in acknowledgement, staring uncertainly at the cloud in front of her. She stared at the cloud in confusion, she glanced down at the others for some hint of what to do now. Twilight waved her hoof around, trying to urge her forward. Rainbow sighed and closed her eyes, hesitantly punching the cloud in front of her. Opening her eyes, she stared in awe at the now dissipated cloud.

_That was...That was awesome!_ Rainbow internally laughed. Flying up to another cloud to see if the same thing would happen, she laughed in excitement as it vanished once more. Now this she could get used to!

From down below Twilight gave a large grin as she watched Rainbow slowly act more in character. Cloud after cloud disappeared from the sky as the pegasus got more into the spirit of things. A karate like kick here, a punch there, and soon the whole sky began to beam bright rays of sun upon Ponyville.

"Awesome!" Rainbow cried out as she floated back down to the group, "This is so cool! I can't believe it!"

The group from down below watched as Rainbow began to glow lightly as she chattered away in excitement, pantomiming her actions for them all.

"That was amazing, dear!" Rarity called out, "Have you done this before? I can't say I've seen anypony take to weather duty as much as you."

"No," Rainbow said proudly, "But it feels so right! Like I should have been doing this all along!"

Twilight smiled at the two, taking the distraction to signal Spike over with the elements. With a small burst of magic she placed Rainbow Dash's element necklace on her, watching in horror as the pegasi to go very still then fall to the ground. The whole group rushed forward to check on their friend.

"What happened?" Rainbow shook her head in confusion. Sitting up, she spotted her bookworm friend, "Twilight? What just happened? I've got to say that I may have had the weirdest dream ever…."

Twilight looked down at the pegasus's cutie mark, sighing in relief as she spotted the cloud and rainbow lightning bolt upon her flank. With a soft smile she caught Rainbow's gaze.

"Perhaps you can tell me later," Twilight offered. With a worried look, she settled her gaze upon Rarity, "But first we need to get to the dress boutique! Applejack is making dresses!"

Rainbow Dash made a horrified face at the thought of the farm pony becoming a fashion designer, "That can't be good. She'll lose the shop in a day!"

"Well, that would be terrible!" Rarity said in shock, as though the thought of Applejack and dresses was normal and her losing the shop was a new thought, "Applejack puts her heart and soul into that place! We couldn't possibly let it close with all those beautiful dresses she makes!"

Twilight grimaced at the thought of Applejack continuing with the dresses but shook off the thought as they made their way towards the dress parlor. With some convincing, and a bit of song, they were slowly able to get Rarity to work with the dresses. Rarity, much like Rainbow Dash, hesitated at first, giving uncertain glances to her friends with each choice of ribbon and fabric. Yet after a few gentle nods from Twilight, a some pitiful glances from Applejack, Rarity began to flourish under the variety of colors and textures of the fabrics around her. Applejack stared in amazement at the product the unicorn produced in a matter of minutes while Twilight and Rainbow smiled knowingly to one another at the return of their friend.

As with before, when Rarity began to glow Twilight gave her her corresponding element. One flash later and Rarity had once again received her normal cutie mark.

"I was having a nightmare," Rarity stated loudly as she shook her head.

Glancing around at her friends, she spotted Applejack standing next to the most horrid dress she had ever laid eyes on, "Maybe I still am."

Twilight laughed, bringing up the trouble over at the farm. The group took Applejack over to Sweet Apple Acres, where they took a few hours to reacquaint the earth pony with the farm. Like all those before her, she took to her true destiny like a fish in water. With the addition of the necklace, Applejack finally returned to normal, with memories and all.

"Come on, ya'll!" Applejack cried out happily, "Even from within that shop, you could tell the town is upset."

"Pinkie Pie," Twilight smiled, "Would you like to help us out?"

"O-okay," Pinkie muttered in uncertainty, "But isn't this the same sort of thing Fluttershy does? I thought that was her job."

"Fluttershy needs your help, darling," Rarity offered with a smile.

"Yeah!" Rainbow Dash said from above,"It would help our friend and the town out! "

Giving the thought a chance, Pinkie Pie gave a half-hearted shrug and followed her friends. As the group marched back into the town they could all see the effect of losing their beacon of laughter and smiles had done. Fluttershy was not in sight, but the slowly growing mob of ponies told Twilight that her timid friend would have to wait. No matter how they felt about getting their last friend back to normal, the town was about to descend into an angry storm of destruction.

Applejack gave a wicked grin as she shoved some goofy glasses onto Pinkie Pie and pushed her out into the town square. The whole town stared in confusion at the sudden entrance of such a strange pony before they began to giggle at such a ridiculous sight. Pinkie caught onto the infectious laughter like a leech and began to laugh with them.

"Hey everypony!" Pinkie called out with a smile, her curls returning to her hair like magic.

"PINKIE!" The crowd cried out in glee. A few goofy dances and cheers later, not to mention a well timed spell that put the element of laughter back onto the pony, and Pinkie Pie had returned to the group.

"Come on, girls!" Pinkie said with a smile, looking utterly ridiculous with the glasses still on her face, "Fluttershy needs us!"

"She was last in Sugarcube corner!" Twilight laughed. This was it! One more pony, and everything will be returned to normal. Her mistake erased and she could begin to work at earning her friend's forgiveness!

"Mrs. Cake!" Pinkie called in sing-song voice as they entered the small sweets shop.

"Pinkie? Pinkie!" Mrs. Cake responded from the back, "Oh my goodness! It's great to see you back dear!"

"Mrs. Cake," Twilight said before Pinkie could go off on a tangent, "Have you seen Fluttershy around? I last saw her here."

"Fluttershy? Oh that poor dear," Mrs. Cake responded with a frown, "She tried so hard, but just could not be funny at all. She did all these sad little songs and dances and... Oh, that's strange…."

"What's strange," Pinkie asked happily.

"Well, wasn't she doing your job, Pinkie? You are the one that does the parties and jokes for the town….But she lived upstairs in her room. No, wait. That's Pinkie's room...oh this is all a big headache!"

"Where is she now?" Rainbow Dash asked impatiently hovering above the group.

"Oh, the poor thing couldn't handle it anymore, I'm afraid." Mrs. Cake said, "Said something about heading to Cloudsdale to try again somewhere new. The poor dear just wasn't cut out to be funny. She looked so sad."

"Which way did she go?" Twilight asked, fear in her eyes.

"She was heading to the balloon last I saw dearie," Mrs. Cake responded, "You'd better hurry if you wish to catch up!"

"Thank ya' kindly, Mrs. Cake!" Applejack gave a hurried nod to the kindly baker. Twisting around she rushed to the door, shouting, "We need to get goin'!"

As one, the group made their way over to the balloon. As the landing pad slowly came into view they each began to fret as the balloon that normally graced their city was gone.

"Maybe she hasn't left yet? It could have been rented out by some other pony?" Rarity tried to offer unsuccessfully as disbelief flooded her every word.

"Cherry Berry! Hey! Cherry Berry!" Pinkie Pie piped up, noting the pony that usually kept watch over the town's hot air balloon.

"Pinkie! Oh! It's great to see you back!" Cherry Berry called.

"Hey! Have you seen our friend?" Rainbow Dash asked, flying nervously above the group.

"Yeah, we heard Fluttershy was making her way over to the hot air balloon!" Twilight spoke up.

"Oh. _That_ pony?" Cherry Berry said with a frown, "She left a while ago. Said something about heading back home again or what not. Just couldn't handle her job any more."

"Wait a minute," Twilight shook her head, "Are you telling me Fluttershy is...gone?"


	2. Chapter 2: Balloon Trip

**AN: Since the first chapter was basically a rehash of events, I have posted the second! Please note this story is rated T. While this story is not inherently violent or bloody, it does involve a few injuries along the way that get described.  
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**Once again: I do not own My Little Pony.**

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Chapter 2: Balloon Trip

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"Wait a minute," Twilight shook her head, "Are you telling me Fluttershy is...gone?"

"Well, yeah," Cherry Berry replied with a roll of her eyes, "You know, it's funny. Fluttershy was supposed to keep us ponies entertained and happy, but she really was terrible at her job. I just really don't get it. Why would somepony get a cutie mark with something they couldn't do? I mean, does that even happen? She was supposed to be some sort of party pony but couldn't even throw a party if her life depended on it. This is really for the best. It was giving Ponyville a bad name. Good riddance I say!"

"Hey!" Rainbow Dash flew right up to Cherry Berry, a harsh glare marring her face, "That's my friend you are talking about there!"

"Rainbow! Not now!" Twilight tried to rope in her headstrong friend. Looking at the ballooning pony, her gaze gaining a frenzied look, she asked, "Can you tell us which way she went?"

"Well, I did warn her that with all the crazy weather we were having, it was risky to fly," Cherry Berry provided, tapping her face in contemplation, "But wasn't weather your job..." she said, pointing at Rainbow Dash, but then looked over at Rarity in confusion, "So why were you doing it?"

"Maybe later darling!" Rarity replied in a rushed voice, trying to wave her on, "Which direction now, sil vous plait?"

"Well, while she said Cloudsdale, the balloon headed towards the East. You know, the complete opposite direction. She assured me she had flown in one before I let her go, so I didn't think much of it at the time. I thought that maybe she was trying to swing out and away from the storm."

With a huff she looked back at the group before her, "Why do you care so much, anyways? It got her out of town."

"Why I ought'a!" Rainbow started to wind up, getting ready to fly forward and punch the earth pony.

"Rainbow!" Applejack yelled, stopping the pegasus in her place, "Not! Now! We need to find Fluttershy."

Cherry Berry gave Rainbow a strange look before she looked at the others, "Is this all or am I good to go now."

"That's all," Rarity frowned at the uncaring attitude of the pony. Cherry Berry just shrugged and walked off, leaving the group alone.

"What now sugarcube?" Applejack asked, turning the groups attention to Twilight. Twilight stood frozen on the spot, unable to move. Her eyes gazed around unseeing as she desperately tried to figure out what to do.

"This...this is all my fault," Twilight whispered, a tears threatening to fall.

"Twilight?" Pinkie Pie asked softly.

"This is all my fault," Twilight looked up at her friends in fear and worry, "What have I done! This is all-all my fault!"

"Come on now, sugarcube," Applejack said reassuringly, pulling the unicorn into a hug, "I'm sure that this isn't all your fault."

"No! You don't get it!" Twilight cried out, falling to the ground, "I was the one that did this to all of you! This is all my fault!"

"Now, now sweetie," Rarity provided, eyes moving across the group in confusion to see if anypony else understood. The uncertain shrugs and confused looks met her gaze. With a sigh, she continued, "How about we go back to your place and we can talk about it. Crying out here in the dirt will do no good for your coat."

Twilight offered a soft chuckle that sounded more like a hiccup, "Okay."

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Fluttershy cried out as another gust pushed the balloon further east, further and further over the Everfree Forest and away from any destination of value. While originally she wanted to head to Couldsdale, to return to her childhood home and find some acceptance, like she remembered from her childhood, she soon realized that with this cutie mark perhaps being in public was not the best choice.

It was so strange.

Her memories of the past were of her entertaining groups ponies, and they all seemed to love it! But today, it was like she had never done it before in her life. She walked out to entertain, but no jokes came to mind. Her legs shook and her heart raced. Her mind went blank, and in her rush, she tried to do whatever was possible to make them laugh!

She tried her jokes...

"Why did the cow cross the road? To get to the udder side!"

"Where do Orcas perform music? In orca-stras!"

"What's not right? Left!"

...with no laughter.

She tried the crazy glasses with the silly nose and moustache.

She tried making balloon animals!

She tried singing silly songs!

She tried dancing!

And all she ever got was those bored looks from everypony. Those dead eyes that spoke volumes of what they really thought. Those glaring, judging eyes that bore into her form from every direction.

And it hurt. Every. Time.

Her mind wandered in frustration and fear. Wasn't this what she was destined to be? The greatest party pony on the planet that brought laughter to all? Didn't she have memories of performing on stage with songs that were thought up within minutes? Didn't she remember learning what parties were and throwing them for everypony she could find?

They all laughed then! She could hear it in her memories! She could hear it in her mind even now! They had laughed and laughed and laughed! So why did they not laugh now?!

It had been while she was thinking about this that the winds had changed. Instead of heading towards the northwest like she should have, she began to drift to the east, slowly heading closer and closer to the Everfree Forest. It wasn't until she heard a loud crash that she had finally been brought back to reality.

Fluttershy jumped when she first heard it. Looking cautiously over the edge of the balloon, she noticed Rainbow Dash's cottage was not far below. The house itself, much to her surprise, was practically bleeding animals and critters of all types. Even a bear was fighting to get out through a window much too small for its size, it's face and pudgy arms flailing about as it roared its discontent to the world.

Funny, Fluttershy thought, I always thought Rainbow was good with animals. Why were they all locked inside?

As she watched the animals, that little voice of warning was screaming inside her head. She couldn't figure it out. Why would seeing Rainbow's cottage be so bad? She was only flying above the cottage heading towards Cloudsdale...which was on the opposite side of Ponyville.

Her gut dropped as she suddenly realized what flying over this particular residence meant. She wasn't going back home or to old friends or to new towns with new opportunities. No, this meant that she was drifting closer and closer to the Everfree Forest. Closer and closer to what had to be certain doom.

Jumping into action she desperately tried to steer the balloon, but a cloud from the nearby weather anomalies in Ponyville seemed to just keep pushing them along with it's gusty breeze. Just thinking of the forest made her begin to shake, her fear taking over, freezing her wings to her body before she could even get out a thought of getting out of the balloon and pushing the cloud away. Why was this cloud even following her to begin with! She thought they weren't needing rain again til Wednesday! But no matter what she thought about the weather, here she was, stuck in a the balloon with this cloud that refused to go anywhere else, even with her pleading.

And push on the cloud did, gathering more power with each new cloud it hit. Soon the sky was filled with the fluffy things, making the world around her rain, causing the winds to intensify, and generally looking more and more threatening by the minute, til finally it had become a full fledged storm. So now here she found herself, cold and wet from the rain, holding on to the balloon for dear life as the storm of collected clouds pushed her further and further over the forest with a frightening intensity.

Fluttershy had tried calling for help, but it was to no avail. No pony ever traveled into the Everfree unless they were in huge groups with enough defences to hold off the terrors that had a tendency to lay within it, or if they had a deathwish. Only one pony, or, well, zebra she guessed, was brave enough to live within the forest. But even the brave Zecora didn't live too deep inside of said forest, keeping to the calmer outskirts, protecting her house with a variety of plants and traps that would keep many of the nastier beasts away.

Lightening struck from a nearby cloud, breaking Fluttershy's thoughts, making her dive to the floor of the basket. As she covered her ears at the loud crashes she felt like screaming! What was she doing? She had no idea how to fly a balloon! Let alone how to safely navigate through a storm!

The wind blew harshly, rocking the basket of the balloon precariously back and forth. Fluttershy whimpered at each tilt, thinking of the sharp rocks that lay below. No. She couldn't think of this right now. She needed to concentrate and-

Fluttershy stopped all thought of how she could rescue herself when she noticed the rough mountains that loomed ahead. With a squeak of terror, she tried to steer the balloon away from the mountain's rocky sides and sharp cliffs. Yet try as she may, the balloon stubbornly remained on course, too trapped in the raging storm to be steered away. Fluttershy could only watch in terror as she headed straight for the rocky face of the mountains.

With a crash, the balloon bounced off of the side of the mountain almost making Fluttershy fall free of the basket. The frightened pegasus rushed forward to try and grab onto anything that would keep her in place as the basket bounced a few more times into the rocks before settling onto one side.

Taking a deep breath, Fluttershy looked out over the edge. All around her the winds kept pushing harder, dragging the fragile basket across the rocky face. A mighty gust from the side began to spin the balloon across the surface of the mountain, tearing off the carefully made decorations as it went, the basket creaking and snapping in protest as it pulled across the rocks. Ropes started to snap as they were pulled over the rough faces of the stones. She tried her best to stay still all around the rapidly failing vessel, yet she found herself being tossed side to side in the chaos.

As the basket went for one more full circle across the rocks, Fluttershy could only gasp in fear as a protrusion on the mountain rapidly rose to meet her head. Acting as fast as possible, she tossed herself into the middle of the basket. Terror stretched across her face as she noticed the jagged rock-face that would have met her face if she stayed in her spot.

And as suddenly as the balloon had begun its cartwheels across the mountainside, it came to a jarring stop, lurching the basket sideways. Fluttershy screamed as she grabbed at one of the few solid ropes left on the side farthest from the rocks, her hooves breaking through the weakened walls of the basket along the way. As lightning struck around her, she looked around to find the reason for the sudden stop.

She had been pushed into a long, pointed extrusion from the mountain that caught the envelope of the balloon, pushing the fabric dangerously close to the sharp rocks that lined the mountains edge. The basket of the balloon flailing about in the wind as it knocked harshly upon the rocks themselves.

Glancing around Fluttershy tried to think of what she could do. She could try hanging on and waiting for help, but she was certain that help would never come in time, if at all. Flying was an option, but with the winds so strong, she ran the risk of her wings being injured from the initial snap from the strong gusts. The fear of the height, not to mention the promise of pain, kept her wings from moving even if she wanted them to.

The snapping winds caught her attention, as they changed direction once more she found the basket slamming harder than ever against the rock face, making her scream in fear as she held for dear life onto her rope. With one final crash, the basket split like a melon, cracking right along the middle. Wooden bits rained supplies and her few possessions down into the abyss below. Only small portions of the once brightly decorated basket were left from where the rope once connected the basket to the whole balloon, clattering against the rocky surfaces like wind chimes as the wind howled around her.

As another gust picked up once more, the pegasus only had seconds to recognize what was happening now that the basket that acted as a barrier between her and the cliff face was gone. A sharp push to the side by the wind was all it took, cracking her right side along the rocks and leaving Fluttershy blinded by pain for a few seconds. Feeling herself swinging back and forth, she tried to collect herself once more. Smaller breezes pushed past her, threatening to slam her body once more into the rocks. With a gasp, she tried to righten the world around her, pushing her body so that her backside would not crash against the cliffs again.

Fluttershy didn't know whether to laugh to to cry. Here she was, holding onto some ropes that were as good a string off the side of a mountain, the wind pushing her around like a small philly on a swing, and all she could do was to try not to let go. She was trapped in an impossible situation that she was uncertain she could survive if she wanted to. All she could do now was hope that the next gust that blew through wouldn't cause her to let go of her only lifeline.

A loud sound of fabric tearing from above immediately interrupted all those thoughts. Looking up in horror, all she could do was watch as the once the cheerful and colorful fabric of the envelope of the balloon stretch across the rocks. Each seam pulled to near bursting as it caught in the sharp points.

"No, no! Please, no," Fluttershy begged as she watched the fabric tear in slow motion on the rocks. Her pleading went unheard as the balloon fabric suddenly ripped all the way through. A loud gush was barely heard over the storm around her as the gases that were once trapped within the envelope of the balloon rushed out, catapulting its remains as well as the small pony trapped within them out and into the free air around them.

Fluttershy screamed in fear as gravity played its part and dragged her and the collection of ropes and fabric down to the earth below. As she tumbled she tried to grab onto anything that could help or provide support, finding herself more and more tangled in the ropes that floated off the remaining. It was as though the balloon had become like that of a giant jellyfish, flying haphazardly through the atmosphere it was never meant to be in. The fabric folded and tumbled, then suddenly bubbled as it caught the winds once more, pulling Fluttershy further and further out over the looming tree tops and rocks that stood below.

Trying desperately to remove herself from the ropes as the world twisted around her, Fluttershy tried to spread her wings, only to cry out in pain. Her right wing hung limply to the side, and her left remained tangled within the ropes.

The earth below slowly began to twist up to meet her. Fluttershy let loose one last scream as she slowly reached the tree branched below. A jerk and a loud snap was the only warning before she found herself tumbling through the collecting of needles, bark, and leaves. Each piece of nature biting into her coat and stinging her flesh as she tumbled haphazardly through them with no bearings as to up or down.

It was during this tumble that Fluttershy spotted an outlying branch. She had only seconds to really recognize the large piece of tree for what it was before the whole world turned to black.


	3. Chapter 3: The Forest

**AN: Here we are at chapter 3.  
**

**In response to The J.A.M. a.k.a. Numbuh l about why Fluttershy didn't just fly to Cloudsdale like in the episode Sonic Rainboom, honestly, there are a few different reasons: **

**To start, I honestly could have written it with Fluttershy flying along and reached much the same conclusion in chapter 2 with the way the clouds seem to have some sort of sentience in this universe (I can honestly imagine a 1950's style PSA about distracted flying for this sort of circumstance). **

**But I didn't as I was following the episode cannon. If you rewatch the episode in question, we see Fluttershy arrive at the balloon Cherry Berry is at, pay her money and have the following conversation (this is all at approximately minute 8 if you use Netflix):**

**Twilight Sparkle: "Where are you going?!"**

**Fluttershy: "Oh, I'm moving back to Cloudsdale..."**

**You also see other instances of Fluttershy using transportation instead of flying, such as during Wonderbolts Acadamy where she flies in with the rest of her friends to meet Rainbow and having to later even be rescued from falling.**

**Or times where she is not a confident flier, like in Hurricane Fluttershy or Dragonshy where she freezes her wings when stressed.**

**So while I could argue a "CREATIVE LISCENSE" at this point in time, I think I'll save that for a later chapter...oh, and I don't own My Little Pony...**

**Enjoy the next chapter!**

* * *

Chapter 3: The Forest

* * *

"So," Twilight continued, voice cracking in grief, "I cast the spell. I mean, how can you expect me to fix a spell if I have no idea how it works?"

"Well," Applejack drawled, pausing to collect her thoughts, "I can see why you'd want to see what a spell does. But wasn't that a bit dangerous, Sugarcube?"

"I-I didn't think it would be so bad!" Twilight practically begged as tears threatened to pour down her face, "Princess Celestia has sent me spells to practice in the past! And they were never like this!"

"Relax, Darling," Rarity cooed, "I'm sure Applejack was just trying to understand. Right?"

At Rarity's accusing glance, Applejack immediately backed up, "Hey now! I wasn't trying to say y'all did this all on purpose! You know all that magic stuff is all above my head."

Twilight sighed as she looked around the worried faces in her treehouse, "I know AJ. I'm just so worried. What should we do?"

"Well, we could always contact Princess Celestia," Rarity provided.

"I mean if Celestia is willin' to give you this spell, she must have had some backup plans. You know. In case of emergency!" Applejack provided.

"Yeah! The Princess is always ready to help!" Pinkie Pie put in with a large grin on her face.

"I-I don't know guys," Twilight sighed, "I mean, won't she be angry at me for letting this get out of control? She could send me away. I made such a huge mess, she might not even want me to stay in Ponyville anymore. She will want me to return to Canterlot! I won't be allowed to leave the castle! I-"

"WOAH! Slow down there Twilight!" Rainbow jumped forward, "Don't you think you are overreacting?"

"Celestia has never done anything like that before to you," Rarity said with frown on her face.

"It's not your fault, Twilight," Pinkie Pie added, "Or, at least, not totally. You may have cast some unknown spell, causing all of us and the ponies in Ponyville to have their memories rewritten. And made us all miserable, causing Flutter-"

"What she's trying to say, Sugarcube," Applejack interrupted, putting a hoof over Pinkie's mouth, "Is that you didn't do this on purpose. You weren't trying to hurt us. And Celestia would understand that!"

"Yes," Rarity provided, "She of all ponies would understand how magic can sometimes be unstable, and learning new spells can sometimes be, uh, disastrous if not handled properly."

"Are you sure?" Twilight asked tentatively.

"Positive," Rainbow smiled, "Now that that's settled, what should we do about Fluttershy?"

"I don't know," Twilight sighed, looking at the floor, "We don't even know where she is right now."

Twilight stared sadly at the floor for a minute, before her resolve hardened. With a new determination in her eyes, she stood up.

"Spike," she called, getting the small dragon's attention, "I'm going to need you to help me with writing a letter for Celestia."

Turning, she looked at Rainbow Dash who hovered above the group, "Rainbow, I need you to travel over to Cloudsdale. We need to see if Fluttershy did arrive there. Perhaps you should check over in any other cities in the area, like Canterlot. You know, just to be safe. I know Cherry Berry was saying otherwise about the balloon making it over to Cloudsdale, but there is always a chance."

"On it! I'll be back before you can even finish that letter!" With a smirk on her face, Rainbow left the house, flying at high speeds off to the cloud city.

"Applejack," Twilight continued, "I need you to look into getting us some supplies. We may need to go after Fluttershy, and if she did head off in the direction of the Everfree Forest..."

"Say no more, Sugarcube!" Applejack smirked, "Pinkie, come along. I may need your help carrying some of these things."

"Yay! Rescue mission!" Pinkie hopped along out the door with Applejack.

"I suppose that just leaves me," Rarity provided, turning back to Twilight after watching her friends go, "What would you like me to do?"

"Provide moral support, I suppose," Twilight smiled nervously, "Plus, I could always use another research assistant."

"Well, of course," Rarity smiled sadly. Truthfully the thought of digging through the dusty books was not her idea of a good time, but if it helped her friends, she would brave dirty hoofs and the risk of papercuts.

* * *

Fluttershy slowly awoke.

At first it was calming to be swinging lazily back and forth. The slow movements were so relaxing that they almost lulled her back to sleep. But a sense of dread that kept welling up in her gut kept her from ever quite achieving it.

Slowly opening her eyes, she felt herself freeze at the upside-down world that hung before her. Dark forests with trees that looked like they were threatening to grab at her, thorny bushes that sought to devour the earth, and the distant sound of growls and howls all greeted her.

Where was she? How did she get here?

And slowly the events from the day came back to her. The attempts at laughter, the rejection, her fleeing from Ponyville; it made Fluttershy just want to cry. Closing her eyes tightly, she took a deep breath to calm her nerves before opening them again.

Looking up she saw that she was being held up by the remaining ropes from the balloon. Even higher up the tree some of the thicker ropes wrapped around a large tree branch, hanging her over the forest floor. A portion of them wrapped around her left wing, keeping it propped up in an awkward position. The rest of the ropes hugged her into an almost cocoon of rope and twine, except for the few loose ones that dangled down below.

Trying to move, she let out a gasp of pain, making her look at her other wing. Her right wing hung limply, almost looking like it was reaching for the earth in desperation. Fluttershy felt the tears begin to form up in her eyes at the sight. It was as if her brain needed a jump-start, for after looking at the injury the vast amounts of pain began filling her senses.

_I can't do this,_ Fluttershy thought to herself as tears began to fall freely, _I don't know where I am, or what I am doing! Nopony would be caught all alone in this forest. Nopony knows where you went!_

As she felt herself slowly descend into panic, all she could think was, _How do I get out of this! I'm not strong enough!_

_But you have to be strong_, a stronger voice argued.

_But how?! _She thought in despair.

_By doing whatever you have to, _the voice argued back, _Come on, Fluttershy! Pull yourself together! You can cry when you get out of this!_

"Al-alright," Fluttershy sniffled to herself, "I just need to get d-down from here."

Letting tears drip down her face as she slowly twisted over, she looked at the situation she was in once more. One wing stuck up above her in ropes, another dangling below her, caught in-between the ropes, and her body and limbs wrapped up snugly with the remaining ropes. Moving carefully, Fluttershy pulled one hind leg out of a loop they were caught in, followed by the other leg that she had to fight to release a little more. With a sigh of relief, soon the small pegasus had all her limbs at least unstuck from the mess.

Looking above Fluttershy took a deep breath as she went for her next challenge, her left wing. As she began to lightly wiggle her wing, she winced slightly. Though she didn't think it was as injured as the right, it was strained and bruised and would need time to fully heal. Pulling her front hooves forward to hold ropes in place or to help pull out of the way, Fluttershy slowly, very slowly, worked her wing free from the tangles.

Taking a peek at her left wing, she decided it was probably best to just wait. Any attempts thus far at even moving it resulted in pain, let alone trying to fully release it from the ropes, not that it was really so caught that, she couldn't release it. It was simply easier to have all her body parts in one location as she made her way out.

With her final limb left where it was, the pegasus took a deep breath she glanced down at the forest floor to analyze her options. Simply jumping down would not be the best choice, especially with a broken wing and other possible injuries on her body. As it was her body hung over an empty expanse, with the closest branches for trees being about double her body length in either direction. She could jump to them, but she ran the risk of falling. There was one option that she could think of.

Gritting her teeth, Fluttershy slowly began to sit up straight, the branch above groaning as the ropes pulled tight around her rear as her weight was redistributed. With her body now in a sitting position, she attempted to swing the ropes back and forth. Her body screamed in protest with each move, making her cry out more than once due to the pain, but with her options limited she pushed on.

Soon the ropes pulled her back and forth between the trees above. As she got within about a mare's length away from her target, she heard a sound that made her stomach drop. Freezing, she looked up at where the tree branch had given out a loud crack and was now groaning in protest at her movements. The branch that had been holding her safely through the night was now giving out due to the strain of her movements.

Heart pounding in fear, Fluttershy found herself pushing herself with a renewed vigor. Pains were momentarily ignored as she fought against the gravity that would inevitably pull that branch down.

_Go, Fluttershy,_ she kept saying to herself, _Just keep swinging. There is no ground. The tree is fine. Just keep swinging. Go. Don't stop. Go!_

With a yelp, Fluttershy reached forward for the nearby branch, and hugged it for dear life before everything seemed to happen all at once. As she held the branch, the ropes made to continues their motion, pulling against her body and against the branch above. Yet this seemed to be the final straw for the branch above, as a loud snap echoed across the woods. The large supporting branch broke and fell down to the earth, giving Fluttershy a few moments of relief where the ropes loosened around her form before they returned with a new intensity. Fluttershy yelled in pain as the ropes ate into her flesh, threatening to pull her down with the falling branch. With a struggled kick of her legs some of the remaining ropes fell free, but one of the lines of rope had already looped itself around her right leg was now caught in a knot as its freed kin wrapped themselves around it. With the looped rope stuck in place and the weight of a whole tree branch and the ropes themselves pulling against her, the pegasus could no longer keep her grip upon her new sturdy branch and found herself falling.

Fluttershy screamed as the earth quickly came up to meet her. The sudden shock of hitting the ground pushed all of the breath from her lungs, dazing her and keeping her from moving. After a minute of laying there, she finally gathered enough strength to move again.

Her head felt like it had been knocked around like a bell, leaving her slightly dizzy and hurting even more. But otherwise it looked like she had no injuries that weren't already there. A few portions of her fur were ruffled and stung to try and righten, more than likely rubbed raw by the ropes. Yet all together nothing that was serious enough to keep her from standing.

Tentatively she rolled over to stand up, finding that she had thankfully landed on what was perhaps the only bush with no thorns within miles. Looking above her she saw the remains of the balloon hang up above the treetops, blocking the sun from forest floor. Perhaps somepony would find it if they ever bothered to look for it. Maybe Cherry Berry would come after her looking for a replacement, but she doubted it. That pony seemed to be ecstatic that she was leaving. She could almost hear Cherry Berry laughing in glee that she had finally left.

With a shake of her head to knock loose the bitter sounds, Fluttershy finally looked around the clearing noting the branch that had been holding her up when she first awoke The large rope wrapped branch lay along the ground, covering a good portion of the little clearing she had found herself in. The ropes lay scattered everywhere, looking a lot like the time Pinkie Pie had spilled spaghetti on the floor of...

The thought of her friend made her freeze. She never really took a chance to say goodbye. Fluttershy had feared that if she did, they would reject her like the other ponies in Ponyville had. And even if they didn't, she didn't think she could stand saying goodbye forever or the constant looks of disgust that all the other ponyfolk had been giving her.

No, running away had been the right choice. She could always contact them later, when she finally got to...well, wherever it was she was heading now. Cloudsdale would not do. She was too well known there. And the same with Canterlot. Or most of Equestria now that she thought about it. Being a part of the group that had wielded the elements of harmony had its advantages and disadvantages now that she thought about it.

Perhaps somewhere else? Someplace new. Where nopony knew her face! And she would make them laugh and she could throw a party and-

Fluttershy paused mid-thought. Why would she need to do that? It was like a portion of her needed to make others laugh. But it never felt right. Almost like something was forcing her to do it. Strange, but it was her destiny, right?

Even as she thought about it, she swore she could hear uproarious laughter. Freezing in place Fluttershy glanced around, trying to spot where the laughter was coming from, only to find nothing in the clearing with her. Was she hearing things now too? Feeling herself shrink a bit, all she could think about now was how she wasn't just the pony with the wrong destiny, but she was the _crazy_ pony with the wrong destiny!

Shaking off the sound, she looked back at the ropes. Slowly moving over, finding her legs didn't want to cooperate fully resulting in a slight limp across the ground, her wing bounced along her side, sending pain flaring across her body as she walked.

_First things first_, she thought, _Fix my wing, then I can find a way out. It can't be too hard, right? The Everfree Forest can't go on that long._

Shifting through the mess, Fluttershy found some smaller pieces of rope that she could use to tie her wing to her body. While she didn't have any great skills at first aid, she could at least make sure it did not drag along the ground or get caught on anything, thereby making the injury worse.

Her head screamed at her and her body shook in pain as she slowly tied up her wing to her body. Right now she wanted nothing more than to go back to sleep, but staying in this one spot was not the best plan of action. Moving to a safer position would be good. And maybe after she was able to get a drink and find out where she was, she could finally find a safe spot to lay down for a nap.


	4. Chapter 4: Timberwolf Tea Party

**AN: Here is Chapter 4 for all of you! As per usual, I do not claim to own ponies, Grey Poupon, or music that was written by Danny Elfman (you'll know it when it happens).  
**

* * *

Chapter 4: Timberwolf Tea Party

* * *

_Dear Princess Celestia,_

_I am sorry to say that your faith in me was misplaced._

_I will not deny that everything that happened is all my fault. And I fear that I need your help to make everything right. I have hurt my friends worse than I could ever imagine, and now need your help._

_Perhaps I should start from the beginning._

_That spell that you sent me, that Star Swirl the Bearded did not complete, I cast it to find out what happens. It seemed like the logical choice at the time. How was I supposed to solve the problem without seeing what the problem was?_

_Little did I know that it would affect all my closest friends. It changed all their cutie marks, their very purpose in life, their destinies, making them think that they were supposed to be someone else within our group._

_I have been fixing it, and have almost all of my friends back to normal. While I am thankful that they are all so kind and generous, and do not blame me for my mistake, I fear that I have caused one of them to leave Ponyville forever._

_When Fluttershy changed she thought that she was supposed to bring laughter to the other ponies, something that Pinkie Pie would normally do. It was later, when she could not fulfil what she thought was her destiny, that she left the town!_

_We do not know where she has gone. When she left she took the hot air balloon from out town, stating that she was going to go to Cloudsdale, but we fear that she may have been swept out to the Everfree Forest, and would like your help and advice on what to do next._

_Always trying to be your faithful student,_

_Twilight Sparkle_

Twilight sighed as she watched Spike send the letter. It hurt, knowing that this was all her fault.

"Don't worry," Rarity said from her side, giving her a soft smile, "I'm sure she'll understand. It's like Applejack said, it's not like you purposefully cast that spell to leave us in that miserable existence."

"I know," Twilight sighed, "Sometimes asking for help just...hurts..."

"There there, Twilight," Rarity cooed, hugging Twilight close, "We'll find her, then everything will be well again."

"Twilight!" came a shout from outside.

"Rainbow Dash!" Twilight, cried out in excitement, running over to the door and opening it. It had only been a day at best since everything happened, and the sun was beginning to set in the distance.

"Please tell me you have some good news," the purple unicorn continued, looking at the pegasus with hope.

"Sorry, Twilight," Rainbow said softly, avoiding her gaze, "She wasn't there. Nopony over in Cloudsdale has seen a balloon for weeks. I even asked all the ponies that I found on the way there and stopped by the landing pad in Canterlot! No one has seen her, Twilight."

"Oh," Twilight muttered softly.

"Any-any word from Celestia?" Rainbow asked, hoping for some good news on from their side.

"Not yet," Twilight sighed.

"We only just sent the letter," Rarity offered.

"Just sent it?" Rainbow asked in confusion, "I've been gone for hours!"

"It took a few renditions," Twilight admitted.

"More like ten," Spike muttered softly, shaking his aching hand.

"And I wanted to get a head start on research so that Rarity could have a direction to go!"

Rainbow Dash gave a look of disbelief, eyes almost flashing in anger, "Research…."

"How about we go back inside so you can see?" Rarity offered, seeing the frustration flash across Rainbow's face, "Perhaps continue searching those books of yours for a location spell? Or...what else was it you were looking for?"

"Mainly maps and plans for the weather for this time of the year," Twilight lead the group back to a table where she had been checking on the notes from Cloudsdale's archives of the planned weather events for the year.

"What is all this?" Rainbow asked, looking at the chalkboard that Twilight had set-up in the middle of the room. The floor was littered with open letters and maps, with so many sets of numbers it made Rainbow's head spin, "I thought we were finding Fluttershy, not solving math equations."

"We are," Twilight looked slightly offended at the thought she wasn't doing any work, "I was just looking at the most probable statistics of where Fluttershy's balloon may have traveled with this year's weather and past reports. By taking the average of the wind-"

"She has been at this for the last few hours," Rarity gave Rainbow Dash a bored look from where she was looking through her own book, "I finally convinced her to take a break by writing that letter to Celestia."

Rainbow looked appalled at the idea of so much work, "What good does all this do? I always thought you unicorns had a spell for everything!"

"That's what I have been looking into," Rarity added cheerily as she went back to her small pile of books stacked neatly by the pillows she was laying on, "There is this one spell I was thinking of that could work. I had read it in story once! This mare fell in love with this knight and then the kingdom went to war. Oh, it was oh so romantic and tragic, as you see they had just fallen in love when-"

"Get on with it Rarity," Rainbow groaned, not wanting to hear this lovey, gushy stuff. They had a friend to save, not stories to read!

Rarity looked annoyed at being interrupted, sticking her nose in the air, refusing to look at Rainbow, "Anyways, she used a spell that when cast upon reflective surfaces allowed her to see where her lover was to check upon him. I was thinking that if we could find this….oh, what was it, scurrying spell? That maybe we could look at and find Fluttershy!"

"They have spells like that!" Rainbow Dash asked in amazement.

"It's called Scrying! And they are only an old pony's tale!" Twilight sounded annoyed as she looked up from her latest equations, "While some have made spells that they claim to have work, it just sounds too...convenient. No way they actually work!"

"I thought we went over this, Darling," Rarity sighed, rolling her eyes, "We need to prepare for any situation. Even if it sounds ridiculous!"

"She's right, Twilight," Spike said as he brought back down another pile of books and scrolls, "I know you don't like to think that magic is the cure-all for everything but...hasn't it solved almost all the problems you've had so far?"

"When has magic, especially magic from old pony tale's, solved anything," Twilight scoffed.

Spike gave her a bored look before listing off, "Let's see, there was your magic duel against Trixie, or when you were all being the "Mysterious Mare Do Well," or that time you used your magic to allow everypony to see Rainbow perform in the Best Young Flyer competition…."

"Yeah," Twilight interrupted, "But those were all well thought out and practiced spells! None of them were from old stories or myths."

Spike kept the same look of disbelief on his face and said in a bored voice, "The Elements of Harmony."

Twilight opened her mouth to argue, only to close it again. She struggled as she tried to argue against what he said, but there was honestly nothing she could use against that.

"He has you there, Twilight," Rainbow laughed from above.

"Fine," Twilight sighed, "I give up. If you are wanting chase some crazy lead, be my guest. But I'm going to keep making a plan with these maps."

Rainbow flew over, smiling as she hovered above Twilight's head, "What do you need me to do? I am ready for anything! Just say the word and I am there!"

"Well," Twilight said slowly, thinking over what else they may need, "Could you go start looking around Ponyville for information? And we'll need a balloon! Sooner or later we may need to follow her tracks."

"On it!" Rainbow said with pride, speeding off across Ponyville, stopping to interrogate any and all random ponies on the street.

"Well, at least she is enthusiastic," Rarity provided as they watched Rainbow fly from pony to pony. As she began to yell at an old pony trying to shakily cross the street a frown crossed her face, "Oh, I do believe we have released a monster upon Ponyville."

Twilight looked at her friend, so eager and determined, and chuckled softly despite everything, "It does seem that way. We need to get back to work if we want to keep up with that!"

"Right!" Rarity and Spike called out at the same time, both diving back into their respective tasks.

* * *

Fluttershy stopped to sit on a nearby rock. The forest seemed to go on forever in all directions. It was starting to feel like she was only walking in circles. As much as she tried to keep calm, it did not help that she could have sworn she had passed that same tree an hour ago...or at least what _felt_ like an hour ago. Time worked funny when you couldn't quite tell what time it was.

She was getting tired and thirsty, not to mention hungry, and no matter how much she convinced herself to move on, she was slowing down. Maybe this forest didn't end? Maybe she was trapped in here forever! Maybe-

But those were just maybes and she was letting her fear get the better of her! When she left this forest she would throw a giant party filled with balloons and streamers and cake. Oh there would be so much cake! And all the ponies would be there! And the laughter! Oh, how she could hear their laughter already! And they were all so happy and...and...

And there was that push again. It just didn't feel natural. It didn't feel...right. If she was completely honest with herself, she just wanted to go find a nice warm bed and sleep, hiding herself away from the rest of society.

Shaking her head to get rid of all the images, Fluttershy sat up with renew determination. She would get out of this forest! And when she did, she would find the fluffiest, warmest bed she could find and then sleep for a week! Then she would contact her friends and apologize and then party-

Fluttershy stopped with a frown. There she went again. Why was she pushing these party things so much? Especially after what happened in Ponyville!

"Come on, Fluttershy," she said to herself, "You just need to keep going! I'm sure that you will get out of this forest soon!"

Her hike continued on uneventfully for another hour until a strange sensation of dread began to sink into her gut. Looking around she could not find a source of such anxiety. The sun still shown up in the sky, though perhaps a little lower than she was comfortable with. The sounds of the light breeze filtered over the treetops, leaving small patches of light scattered rarely across the floor, giving the trees and shrubs angry looks.

Backing away from the mean looking plants, Fluttershy glanced around nervously, finding that nothing was around her. As the breeze died down she realized that she was hearing absolutely nothing. Like the forest decided to suddenly go still in anticipation. Earlier there had been distant sounds of birds and insects that seemed to have the strength to live in such a location. But now it was almost silent. It was as though the forest itself was holding its breath, waiting for something to happen.

Fluttershy shuddered in fear, looking around her, before slowly trying to walk onwards. _Anywhere but here,_ she kept telling herself in her head, _Anywhere but here._

She didn't make it more than a dozen steps before the snapping of twigs and soft growling reached her ears. Turning around, Fluttershy found herself face to face with a group of Timberwolves. One by one they removed themselves from the nearby shadows, growling the whole while.

"O-oh," Fluttershy stammered in fear, "Hi th-there! I-I-I promise I wuh-won't be here long. j-just looking for a w-way out. Would y-you happen to kn-know which way to g-g-go?"

The leader of the group snapped at Fluttershy's words while the others kept with their chorus of growls.

"W-well then!" Fluttershy giggled nervously, "Did you hear that? I must be going now! Bye!"

Not even bothering to see if they were following, Fluttershy ran as fast as her legs would take her. Dodging trees and bushes, the boulders and logs, she pushed herself to make it out of the forest alive. Braving a chance to look over her shoulder she noticed the timberwolves gaining ground, or maybe she was slowing. After everything that had happened, all the hits, falls and breaks, the lack of water, the physical and mental exhaustion, she wasn't going anywhere very fast.

"HELP!" Fluttershy screamed to the trees above again and again. If she was lucky, maybe somepony would be nearby.

Maybe Princess Celestia or Princess Luna would be close! Or even Zecora on a long walk into the woods! Even that one pony from home, Ditzy or Derpy or whatever her name was, would be a welcome sight right now! She didn't care who it was, so long as they helped her get out of there.

Dashing through a small clearing in the forest, Fluttershy let out one more shriek of terror before diving into a large thorn bush at the opposite side of the small opening in the woods. Anywhere to hide was better than no place.

As she felt the thorns bight into her flesh, she wiggled forward, trying to get deep enough into the bush to escape the vicious creatures.

"Help me! Please!"

* * *

Discord floated lazily over the far eastern side of the Everfree Forest. He had only recently been allowed to leave the Canterlot Castle. Oh, for months there Princess Celestia had gone on and on about how wonderful it was he was reformed, and how friendship and caring were _magical_ and blah, blah, blah.

Sure, Princess Celestia was kind the whole time, but he could always tell that she didn't quite trust him. It was her eyes. They spoke volumes of her distrust, and maybe some bitterness at his previous actions. But as time went on it got better, until she finally allowed him more duties than basic palace chores or helping the locals with their problems.

"Oh, no! My farm was ruined due to drought!"

"Please help! My house was ravaged by parasprites!"

Well, boo-hoo!

He was-is!-the Lord of Chaos, and just because he didn't have to make up some complex spell to fix things, and often could get what he wanted with a snap of his fingers, did not mean that he should have to deal with all their problems. It wasn't his fault that natural disasters happened...well, except for that one time where he might of helped release a bunch of pigeons into Manehatten with the promise of never ending french fries...

All that aside, he wouldn't deny he loved it when he got to work with the younger ponies. Their laughter, imagination and lack of corruption by their parents, always made his day! Visiting them was always fun! At least until their parents would take them away in disgust...

But at least now Celestia was finally allowing him true freedom! Right away he set up a small area for himself off by the Everfree. Ponies weren't likely to happen upon his small gingerbread house in the middle of a hot chocolate lake, and he got some privacy that was sorely lacking within the palace!

It wasn't that he wasn't allowed his own room or that cameras were watching him everywhere he went. He had been given his own office in the palace where ponies could find him and his own space in the study rooms to work on his "friendship training." The princesses even went so far as to allow him his own tower to stay in and decorate as he pleased! Yet even with all of that, it went without saying that Celestia had to keep tabs on him. Couldn't risk the "reformed" Chaos Lord going crazy and hurting everypony again, now could we? But at least the chain had finally been loosened from his neck and he was allowed to travel a bit more freely.

With a sigh he glanced around the clouds in boredom. He was currently in the process of returning from a trip of visiting Saddle Arabia, again, and helping with the peace talks there. Again. To be honest he really didn't want to go there. Just what was Celestia playing at? She had him moving all over the place like some sort of trophy on display. Or maybe some sort of weapon? For as much as Celestia promoted peace and goodness, she certainly did have a large army under her command. And how long had she been ruling these ponies?

And they kept calling him a power hungry overlord...

A shout from below broke his internal monologue. It sounded like somepony was lost in the Everfree and had met some of the forests citizens in the process.

Luckily the friendly, neighborhood Discord was here!

Hovering in place, he glanced around for a sign of the distressed pony. A high pitched scream caught his attention as he watched some yellow coated pony run across an opening in the forest below, followed closely by five timberwolves. With cries for help, the pony jumped into a thorn bush, out of sight.

Snapping his fingers, Discord appeared down in the clearing behind the wolves, yet the creatures seemed to take no notice of him. Well now! That would have to change!

"Pardon me, good sir," Discord stated in a stately voice, tapping the closest wolf on the shoulder, "But you wouldn't happen to have any Grey Poupon now, would you?"

The creature stared at him blankly before growling and turning his attention on the draconequus.

"Oh," Discord sighed, suddenly looking bored and shining his lion paw nails upon his chest, "I didn't think so."

With a snap of his paw, the whole group found themselves in a very different environment. The wolves in question glanced around in confusion, finding a long table that was completely set for tea. Each wolf wore a decorative dress and bonnet, and was sitting in chairs that floated with the table a good trees length above the ground below.

At the head of the table Discord sat, wearing his own tea dress and lipstick, speaking a high falsetto, "Now you know I love a good tea party! Please pass the cookies!"

The group as a whole sat in shock for a few seconds before they attempted to righten themselves as the top predators of the forest. A few of the wolves growled, while another of their group tried to remove the bonnet that had been attached to its head with it's hind legs, falling to the ground below in the process.

"Oh! Don't tell me we are out of chocolate doodles!" Discord cried in anguish as he opened a cookie jar on the table, ignoring the glares from the group.

One of the larger wolves jumped up onto the floating table, only to blink in shock when the teapot turned around and began to spit tea in its face. To the surprise of all the wolves at the table, the wolf froze solid, trapped inside a giant ice cube.

"Now that is no way to behave at a tea party, young lady!" Discord admonished, "Don't you know that your tea must go in a tea_cup_! Not on your face! You may be made of wood, but you are definitely not made of cups!"

The other wolves looked on in shock at their newly formed friendsicle.

"What?" Discord asked to their shocked expressions, "Have you never heard of iced tea?"

A loud scrape brought their attention back to their trapped friend. The large ice cube was sliding off the table, making a sound akin to nails upon a chalk board. With a final loud note, and a cry of "TIMBER" from the draconequus at the head of the party, the ice cube fell over the edge of the table and onto the wolf struggling with the bonnet below. The frozen wolf shook its head as it found itself released from its icy prison, and did not spend another second before it rushed off into the woods with a frightened cry, ignoring his flattened companion still trapped in the bonnet below the frozen mess.

"Now that was rude," Discord muttered theatrically, watching it run off, "He didn't even say goodbye!"

The other timberwolves watched as well, almost calculating what they had gotten themselves into.

"Oh, no, ladies!" Discord cried, drawing the attention of the remaining three wolves to him, "It looks like rain, does it not?"

Pulling out a small umbrella from behind his back, Discord snapped his fingers again, causing chocolate milk rain to fall upon the three remaining at the table. Within seconds the rain drenched the three remaining wolves.

"You do know what they say about summer rains," Discord sighed in happiness, "Here in an instant! Gone in a flash!"

Glancing up, he gasped in mock horror, "Oh, but do look at your dresses!"

The wolves eyes bulged in horror as they felt their dresses began to shrink in the sunlight.

Discord clicked his tongue, taking the moment to appear behind the wolf to the right. Lifting the wolf high in the air, ignoring its strangled yelp, he turned the collar inside out to study the care tag,

"Do not wash with chocolate milk or you risk shrinkage," Discord read out loud, "Oh! How terrible!"

The other wolves struggled to remove the outfits, their eyes bugging out to comical proportions as they twisted back and forth before finally falling down to the ground below. After a series of whines, the two finally escaped from the dresses enough that they could breathe in panting breaths.

"So much for my little tea party," Discord muttered.

With a grin he floated down to the couple below, "I do apologize for the dresses, but would you like to come over next week? We can try something else! Perhaps soda?"

The two wolves below stared at the draconequus in horror before running back off to the woods.

The wolf still trapped in the bonnet finally freed itself from the ice, only to find himself face to face with the draconequus still holding their packmate by the collar of their dress.

"Perhaps some cider!" Discord called delightfully, "I know it's more a pony thing but that could work!"

The creature yelped in fright and turned on the spot to escape only to run straight into a tree. Shaking its head to straighten its vision, the timberwolf dashed in a circle around the clearing and darted off in a new direction, away from the crazed magical creature.

"Perhaps chocolate milk then! We can all meet at my house!" Discord asked with a mock pout, pulling the wolf he was still holding up to eye level.

The creature only whimpered back in horror.

"Yeah, I didn't think so," the draconequus grinned, "Chocolate milk is only reserved for the most important of occasions and should never be wasted!"

With a small flick of his wrist the final timberwolf found itself sailing through the air and into a large thorn bush out in the forest. A loud howl of pain echoed across the clearing back to the Chaos Lord.

Discord could only chuckle. It had been a while since he really cut loose like that! Sure, the occasional chocolate rain or candied halls that lined his tower, but nothing as elaborate as this. He really needed to do this more!

The soft sound of a pony crying brought him out of his thoughts. Slowly lowering himself to the ground, Discord made his way over to the quivering bush.

"Now, now my dear pony!" Discord said with pride, posing himself theatrically. He bent down and picked the bush like a berry, bowing the whole while, "I am Discord, the Lord of Chaos, at your service! No need for applause or thanks! It is my duty-Nay! My honor to help the kindly ponyfolk of Equestria! Now please, feel free to worship me!"

A whimper below caused him to pause and look at the pony that lay before him. His brain seemed to freeze for a second as he studied the familiar pony before him. Eyes widening in surprise, he gaped for a second before his mind finally remembered how to talk.

"F-Fluttershy!"


	5. Chapter 5: Pinkie Promise!

**AN: Sorry this is later than I would have liked. Two jobs have a tendency to kill you over time. This would be the chapter that I have reserved my Creative License for but for now, enjoy!**

* * *

Chapter 5: Pinkie Promise!

* * *

_To My Faithful Student Twilight Sparkle,_

_Please know that I did not send you this spell as a test of skill or proof of your ability. I have always believed in you and your abilities to the highest degree._

_I do not blame you for what has happened._

_Even I, after all these years and training in magic, cannot tell what a spell may or may not do. Some spells even react differently with the various users, further compounding the difficulty of magic and the reason for unicorns to be trained with their powers._

_Please know that I did not know how this spell would react with the elements of harmony. Only that I believed you could finish Star Swirl the Bearded's work._

_I have already informed guards, the train conductors, the balloon coordinators, and my fellow princesses of dear Fluttershy's disappearance. My sister Luna plans on trying to contact her in her dreams tonight, and both Cadence and your brother have been sent messages to keep an eye out as well._

_We will do all we can for your friend._

_Know that asking for help was the wisest, and perhaps most mature, decision you have ever made. Never turn down help. It is not a sign of weakness, but strength._

_I will contact you as soon as we find any more information._

_Always proud of you,_

_Princess Celestia_

* * *

Twilight read and reread the letter. Then after a few minutes rereread the letter.

It was encouraging that Princess Celestia did not immediately send her away and punish her for her mistake, but it only made the agony of the situation more real. Perhaps it was just bruised pride, but it hurt to actually have to ask for help in this instance.

"Twilight," Spike's voice rang uncertainly in her ears.

Looking up, Twilight noticed Spike staring between her and the floor in nervousness.

"Yes?"

"Look, I know you're worried and all. I mean, we all are. But I don't think if Princess Celestia's letter had anything the first time, there will be anything new a second, or, well, fifth time."

Twilight froze for a second. Spike must have noticed this as he immediately backtracked.

"I mean, Celestia is doing everything she can, right? So all we can do is keep searching for stuff and then search for Fluttershy. A-and it'll all turn out ok! And-"

"It's alright, Spike," Twilight interrupted the little dragon, "You're right. I'm just upset. I hate feeling like I have ruined one of my friendships with such as stupid little mistake. It's frustrating that Celestia has nothing new, just as it hurts to feel like I have failed her."

Spike smiled sadly at her, "I'm sure Fluttershy is just fine! And she'll forgive you for everything! Just you wait and see! Fluttershy isn't the type to hold grudges, let alone get angry!"

"You're right Spike," Twilight smiled, "Let's get back to work, shall we? Here, can you find me some of those maps we made of the old palace in the Everfree? And perhaps _A Complete List of Midlevel Spells_ I have up by my bed? I was also thinking more on Rarities books, and I think that _The Path to the Future_ by Stary Shimmers and _Destiny's Line: The way to divine what destiny has in store for us_ by Cloud Gazer might help her with what she is looking for."

"Right away, Twilight!"

Twilight watched as Spike ran around the corner, before she looked over at Celestia's letter one more time. Maybe if she just looked at it again….

No. Spike was right, she couldn't worry so much about what Celestia had said, or, perhaps, not said. She needed to figure this out and then find a way to help her friend.

Sighing, Twilight Sparkle turned her attention back to her list of wind patterns, which was quickly looking more and more hopeless. While she could get the statistics and most likely path for the balloon on a regular day, there was no way for her to account for how Rarity's weather magic could have affected the flight path. But at least it would give them a place to start.

* * *

"F-Fluttershy!"

Discord smiled a large, toothy grin, before picking up the trembling pony.

"Dear friend Fluttershy!" He cried out with glee, "How long has it been! Too many long months! I have missed you so much! We must catch-up! We must have a sleepover and share everything and-!"

Discord stopped when instead of a flustered and stammered response, which he would have ignored in favor of embarrassing and frustrating his small pony friend, he heard whimpers of pain and fear. Frowning, he stopped to look at the shaky pony in his claws.

His eyes went wide in surprise as he studied her small shaking form, "Oh, dear Fluttershy! Why did you not say you were hurt? We need to get you healed up right away!"

The area before them suddenly changed to that of a basic hospital room. While the sky was still above, and the forest still surrounding them, a surgical gurney lay upon a small space of tile that covered the majority of the small meadows floor. Surgical tools lay around on nearby cart while magically floating images of plants and sunsets hung on what could be invisible walls completing the small little room.

Fluttershy suddenly found herself staring at the sky as she was laid upon the hospital gurney while Discord had mysteriously dawned doctor scrubs in the seconds she had been looking away.

"Now!" Discord said with glee as he snapped gloves into place over his paw and claw, "Let us fix everything!"

"Stay-Stay away!" Fluttershy yelped, quickly trying to back away, only to fall off the gurney in the process.

Discord stopped suddenly in confusion, removing the doctors mask in the process, "Now Fluttershy, you know I was only kidding, right? I wasn't going to harm you. It goes against my Hippocratic Oath!"

"H-how can I kn-know that! After what y-you did! Making us all our o-opposite selves a-a-and-"

"Now there is no need for that! You know I worked really hard to change! I have been doing great! Even Celestia trusts me now," Discord pouted, looking heartbroken at the thought that Fluttershy would suddenly not want to be his friend, "What changed your mind?"

"W-well, Rainbow Dash may have "reformed" you, b-but I-I-I don't know if I can fully trust you!"

"Rainbow Dash?" Discord asked in confusion.

A large, teasing grin donned his face as he laughed lightly, "My dear, you simply must leave all the jokes to Pinkie Pie. Yours are confusing and have no punch line. How about a better joke. Like, ummmm...Oh! Oh! What's brown and sticky?"

Fluttershy's confused face looked like she was going to respond, but could not before Discord interrupted.

"A STICK! Get it?! Get it!" Discord laughed hysterically at his own joke. Fluttershy frowned at the Draconequus who floated in circles, laughing uproariously.

"But in all seriousness my dear," Discord continued, suddenly straight faced, "What has gotten into you? Here I thought that we were friends!"

"W-what are you talking about?"

Discord snapped his fingers together once more, making Fluttershy appear back on the gurney. Holding her head still, he began to look into her ear with an otoscope.

"Don't you remember? Your cottage, the dinner party, the ice skating at the Apple Family Farm?"

A machine appeared around her head, slowly spinning and circles before stopping and printing a detailed x-ray of her head. Discord looked at it in all seriousness, clicking his tongue here and there.

"Apple Family Farm? B-but Applejack runs the dress boutique, and Pinkie Pie works the Apple Farm," Fluttershy practically whispered in confusion, before giving him a look of distrust, "Is this...is this some sort of trick?"

Discord dropped the x-ray in shock. As the image broke on the ground like glass, he stepped back and took at full look at the pony before him. Something was seriously wrong with her. How could she not remember the great times they had together? The skating? The spinning cottage? The Discord-In-A-Tutu Lamp? Well, most of that was forgivable, but how in all of Equestria could she forget the lamp!

It was with this, truly looking at the pegasus in front of him, that he got a good look at one thing that was _not_ supposed to be there.

"Fluttershy, if you do not mind my asking, what has happened to your cutie mark?"

Discord disappeared with a flash.

"M-my cutie mark?" Fluttershy asked, looking around for Discord, only to shiver when she felt like what was cold water moving across her fur.

A two dimensional Discord moved across her fur, poking at her balloon marks. Fluttershy couldn't help but giggle with each poke.

"You know, not this one," Discord called out, "The one with the butterflies!"

She gave a puzzled look as she desperately tried to look at his figure moving across her fur, "I-it has always been this way. Ever since I-I found the joy of other ponies laughter-"

"What?" Discord asked in confusion, appearing before her once more, "No, no, no! No! Nonono! That is all wrong! You are the pony of kindness!"

Transforming into a small rabbit, with his normal horns, wings, and his fangs, he looked at her with large eyes and spoke in a squeaky voice, "The carer of small animals!"

Changing again, this time Discord looked of a poorly made tree for a school play, complete with a fake trunk wrapped around his torso and branches held high in each hand.

"The pony who wishes to be a tree!"

Transforming back to normal, he looked at her with pleading eyes, "My first true friend!"

"What?" Fluttershy whispered, her eyes wide in confusion. Her head was hurting and her brain barely comprehending the last day of her life. Following Discord's confusing and bouncing conversation was getting difficult.

"You don't remember our time together?" Discord whispered in dismay.

"I-I don't remember any of that," Fluttershy looked at him with her large eyes that looked on the verge of tears as she grabbed her head, "P-please. Can't you just send m-me somewhere? I...I hurt. I just want to sleep."

Discord looked at her trembling form with a frown. How could he have lost track of her injuries? What sort of friend was he if he couldn't remember his friend was hurting!

"Of course," Discord said softly, "While I could use my magic to teleport you places, it is not recommended when you are injured. It has a tendency to act up on occasion. Why once, I ended up on the bottom of the ocean where I rediscovered the lost city of-wait, that doesn't matter right now! My powers just sometimes have a mind of their own, and to sum it up, I do not want to hurt you more than I already have."

"C-can't you just heal me before we go then?" Her voice barely above a squeak.

Shaking his head, Discord muttered something under his breath.

"W-what?"

"Ineverl-," his voice dropping out of hearing range before she could understand.

"I'm sorry. I don't-"

"I never learned those spells, ok?" Discord let out in a huff, "Healing spells require a concentration of magic mixed with a knowledge of the anatomy of the subject! I know little to nothing about a pegasus body, let alone all the muscles and tendons and bones that I might misplace if I tried that spell!"

"B-but you took away my wings! And Twilight and Rarity's horns-"

"That is easy!" Discord said with pride, "Making something disappear to another dimension! Oh, it is still very much a part of them, but simply not here. My own little pocket universe, where I send everything I ever need at a moments notice. Mostly chocolate and candy and so on…."

"Now healing?" he continued with a serious look in his eyes, "That is a different magic altogether. My magic is good for wants and desires. It's Chaos! I can hypnotize creatures and move things to my own will! I can bend reality with my magic!"

Fluttershy's eyes widened as he wildly gestured around him, changing their surroundings at will. A nearby shrub became a multicolored atrocity, as the neon orange berries upon plaid leaves upon argyle branches and roots plain and simply clashed horribly. A duck that was three times the normal size appeared outside of the tiled area, quacking with a deep and frightening force that lightly shook the earth around them. A tree was transformed into a light post that was made of a peppermint candy cane.

Discord paused his crazed magic show to look at Fluttershy once more, "But to fix...to heal...that would require knowledge that never, well, stuck." He bounced his brain out of his head and onto his hand to demonstrate putting a sticky note labeled "healing" upon it, but it fell off regardless of where he placed it.

With a sigh, he placed his brain back in his ear, "I never really did use my magic to help until recently. And healing requires a special touch. A gentle touch. And not the wrecking ball that my magic is."

Fluttershy nodded slowly, wincing slightly to herself at the pain that throbbed through her side.

The Draconequus sighed as he noticed the pain she was in, "Look, I could just make your wings disappear tonight, maybe even help wrap them if you'd like that instead, and I'll find you a doctor to take care of them. It is getting late enough as it is. I could take you back to Ponyvil-"

"No," Fluttershy urged, her eyes looking desperately up at him.

"What?"

"Not Ponyville," she whispered desperately, her eyes filled with fear.

"My dear, why would you not want to go to your home? Surely your friends must be worried!"

"I-I can't go back yet," Fluttershy looked away, tears threatening to fall.

"Fine," Discord sighed in frustration, "If you won't return to your home, where would you like to go?"

"I...I don't know," she looked at the ground, "I had been thinking Cloudsdale-"

"One ticket to Cloudsdale, coming up," Discord happily began to push up imaginary sleeves before he noted Fluttershy's rapidly shaking head.

"No!" she looked terrified, "I said I had been thinking about it! But after then I realized that with how everything has been going, maybe I'd be better away from anypony. Maybe some cabin in the woods. Or-or a new country that I haven't visited yet."

"Surely a hospital would be a better place," he frowned, looking at her disheveled form.

Fluttershy winced slightly at the reminder of her injuries.

"Maybe," she whispered, "But...well…."

"Well," Discord asked with a raised eyebrow after a moment of silence.

"I've been getting these weird moments where I just...well, am not me. I'm worried that they will just lock me away, or worse, just send me back home if they heard that."

Seeing that he was getting nowhere fast with the pony, Discord sighed heavily. He could just send her away to her friends or to Princess Celestia in Canterlot and be done with it. Surely whatever made her leave couldn't have been so bad. But while the old Discord would not have cared about what others felt or thought, he was the new Discord now! He couldn't go against his friends wishes now, could he?

"Well, if you won't go to Ponyville or a hospital or anywhere else," he muttered softly, a small grin growing upon his face as an idea came to mind, "Then perhaps...perhaps you'll come to mine instead?"

The look on Fluttershy's face spoke volumes of distrust and fear at the mere idea.

"Look, I promise no harm will come to you," Discord said, waving his hands in the air theatrically, "I'll even do that crazy promise you ponies like to do."

"I...I don't know," her voice barely reaching his ears.

Discord rolled his eyes as he took a step back, then proceeded to theatrically work out the whole of a Pinkie Promise.

"Cross my heart!" He began, an X appearing above his heart.

"Hope to fly!" He flapped his wings to float lightly in the air.

"Stick a cupcake in my eye!" Leaving one eye open, he looked at Fluttershy before a cupcake flew out of nowhere straight into his open eye.

Fluttershy stared at the display in shock before she began to giggle despite herself.

"Glad you liked it," Discord muttered in annoyance, "That stung a bit, I hope you know! But now will you please go with me?"

"Do...Do you have to take away my wings again?" She asked softly.

"Well, I don't _have_ to," he sighed, pinching between his eyes as he tried to ward off the headache of distrustful ponies, "BUT it would take away any pain you have right now. And would allow you to relax a bit before we can take care of it properly."

Fluttershy bit her lip in nervousness. The thought of losing her wings again was like a nightmare turned real. But the pain...

"A-alright," she whispered before looking at him seriously, "But if you do anything-!"

"If I do anything," Discord continued softly, looking more sincere than he had in a long while, "I will willingly back out of our deal from earlier and purposefully turn myself over to your friends for you all to turn me back into stone with those elements that you all love so much."

Fluttershy studied his face with surprise. She had not expected him to be so serious about all of this. Maybe he had changed….

With a soft gulp, Fluttershy nodded to Discord.

Discord smiled softly down at the shaking pony, snapping his fingers and willing the wings to his little pocket universe. Fluttershy gasped in both fright and relief as the weight and pain of her wings left her body.

The feeling of being lifted up into the air made Fluttershy gasp.

"Off to my place then," Discord's smile spread across his whole face, "Oh! You'll just love it! I have a hot chocolate moat and I keep a small supply of cotton candy clouds overhead and-and! OH! There is this-"

Well, maybe not completely changed...

* * *

**AN: I felt like the idea of Discord simply healing Fluttershy at this time would be too convenient and wouldn't allow me to really write out what I wanted to later. Honestly any distrust just wouldn't be enough for Discord to not magically solve everything right here and now. So I came up with an explanation that I felt would work. While I recognize that Discord and even Celestia are depicted as almost god-like characters, I like it more when a character isn't able to solve everything at the drop of a hat.**

**The idea of the pocket universe just seemed too fun and a great way to tie things together later. Perhaps not the most creative of explanations but it works.**


	6. Chapter 6: Hide and Seek

**AN: Ok...to anyone who cares, 50 hour work weeks suck and drain the life from you.  
**

**Anyways, inside this chapter you will be introduced to what is probably the stupidest pony name to have ever been created. I kept it that way for two reasons:**

**First, the ponies of My Little Pony have a tendency to have dumb names to begin with. I think they had fun with that in Tanks for the Memories with the whole Clear Skies bit.**

**Second, name grew on me over time and I was too lazy to change it at the end of the day. Let's face it, the pony names typically reflect that ponies future, as if the parents get some sort of vision of what their foals destiny will be from day one.**

**At the end of the day, I guess there are worse crimes than creating an uncreative character name...**

**Anyways, I don't own My Little Pony, which is probably good, as all the pony names would be terrible...**

* * *

Chapter 6: Hide and Seek

* * *

The trip to Discord's house had been surprisingly relaxing. Discord made sure to keep her stable and not move her too much if possible. He talked excitedly the whole way over, like a child going to their first party, or an old friend who had not been around in a while.

"Oh! And we shall play games! I recently got a new one called-"

"And we can make waffles! Perhaps some blueberry and a few chocolate with kiwis! And then-"

"What about a movie?! You like movies, right? Well there is this one I was thinking about remaking, starring yours truly of course, and-"

And on and on he went with her only getting the chance to nod or mutter a slight yes or no as seen fit. Lucky for her it did not take long to find their destination.

It truly was a hot chocolate moat, having large green cattail like grasses around the edges that seemed to have marshmallows along the ends of their stick-like protrusions. Across the moat was large globs of whipped cream that floated lazily to and fro.

In the middle of the chocolate mess was a gingerbread house, not too unlike what Fluttershy had seen Mr. and Mrs. Cake make in the past, only this one was large enough to fit a fully grown stallion inside! Even a small family of stallions could fit there. It was after looking closely at the design of the cottage that Fluttershy felt like she had seen it before. As a matter of fact, Fluttershy thought it looked an awful lot like the one Rainbow Dash lived in….

"Now then!" Discord's prideful voice interrupted Fluttershy's thoughts. Placing Fluttershy lightly on the ground before him, he continued, "Welcome to my cozy little getaway! Do you like it?"

"W-well," Fluttershy said softly, looking around uncertainly, "The ma-marshmallows seem to look rather...um...well toasted."

"Yes!" Discord gleefully declared, "I made them self toasting! As they age they reach wonderful levels of toastiness! Just watch out for letting them stay out too long." He looked at her wide eyed, leaning in close to her and stating in a conspiratorial whisper, "They have a tendency to catch on fire if they go past their prime."

Fluttershy nodded hesitantly, not knowing the words to say.

"Now then!" he smiled, all seriousness from a second ago forgotten, "Let's get you inside, give you a chocolate milk," he paused for a second, muttering, "and perhaps find a doctor?"

Opening the door and ushering her in, Fluttershy was welcomed to the site of what had to be the most conflicting colors ever. Lime green walls, accented with bright orange trims surrounded a floor of a bizarre patterned black and white tile that reminded her of a snowstorm. The dizziness from the floor alone made Fluttershy feel sick.

"Oh. Right," Discord hissed to himself, muttering something about ponies and their inability to handle the beauty of static as a floor pattern. A finger snap later and the floor was at least a basic black and white checkered pattern, allowing Fluttershy to not lose what little she had still left in her stomach.

Able to finally look around the room, Fluttershy noticed half of the furniture floating around through the air, with only a handful of items actually staying in one place on the floor. Somehow Fluttershy couldn't bring herself to trust said accessories to not do anything if she touched them.

"Well," she began, "It's...nice?"

"Nice? Only nice?" Discord asked worriedly, "Not amazing or stupendous or so full of chaos that I think my brain might explode!"

"W-well I'm sure I would enjoy it most of the time, b-but..." she trailed off, looking at where her wings would normally be.

"Oh, forgot about that," Discord muttered, "Might be a bit difficult to reach flying furniture like that."

With that the furniture slowly drifted back to the ground, and if Fluttershy wasn't going too crazy, the other furniture that was already on the floor seemed to straighten out a bit and freeze, as though it was alive and priming to attack mere seconds before.

"Now," Discord stated, turning to look at her, "About that wing of yours?"

Fluttershy stiffened and turned so that her back was as far away from the draconequus as possible, "I-I thought you wouldn't do anything to it!"

"I said that _I_ wouldn't do anything to it," Discord tisked, "That we would get a doctor for it? Remember."

"W-well I'm fine now," Fluttershy declared trying to sound brave, but failing. She didn't want that pain to return quite yet, "I'll just go to sleep for a bit and we'll take care of it later."

Discord growled low in his throat as he looked at the scared pony before him.

"I already promised I would not do anything to harm you," he said slowly and impatiently. She trusted him this far, why would she not trust him further?

"And I can see that," Fluttershy said, "B-but you already said yourself that you know nothing about pegasuses medical needs. So-so why don't we leave it alone now and we can find a doctor first thing in the morning!"

"Fluttershy," Discord felt a headache coming on, "We need to take care of this…."

"I-I know."

"So why not take care of it now?" Discord stared at the pony, trying to get her to accept his help, while Fluttershy glanced around the room, judging her options.

She could accept his offer for help and let some random medical pony help her. But then it could make things worse when said pony returned to society. Discord had been caring so far and was acting like he truly had been reformed. Slightly insane, but reformed. And she didn't want him to look like some sort of foal-napper and bring the wrath of Celestia on him if he truly was helping!

Fluttershy mused for a second on demanding to be dropped off at a hospital and left alone from there. But she feared that the doctors may commit her to the insanity ward due to her issues with her cutie mark and her time with Discord. Or worse, they'll send her back to Ponyville where she'd have to confront the town and her friends. The thought of their betrayed looks made her shudder.

On the other hoof she could decline his offer. Tell him that she was fine for the night and they could deal with the situation in the morning. But Discord would probably use his magic on her to make her comply. And that alone scared her more than anything else in the world.

Fluttershy sighed to herself as she really looked at all three options readily available. She supposed that there really wasn't a good choice, no matter which way she looked at it.

"Alright," she said after a minute, "Get a doctor."

"Then I shall be back posthaste!" Discord declared before disappearing from view with a snap of his fingers.

Fluttershy sat down, fearing what would come of all this.

* * *

Doctor Strong Bones happily walked away from her final check-up for the day. The little filly that came in had her wing broken during fall on the playground at one of the schools in Manehatten, and was currently being checked on to see if they could begin removing the cast or not. The poor dear did great, and was given the chance to go home with a sticker of her choice and return next week for her next check-up and final removal of said cast.

In her office she sat down with a sigh. She enjoyed her job here at the hospital, helping other ponies with their various issues. Finding her fascination with bones as a young filly, she quickly discovered her destiny of helping other ponies take care of themselves and their bones. She took to becoming a doctor like a fish to water and had never looked back.

Doctor Strong Bones sighed happily to herself as she slowly began to pack up her items for the day. It really had been a good day, and that little filly was just too cute and so sweet. Humming a light tune to herself as she walked to the door she found herself stopping suddenly. She swore she just heard some laughter. Putting her ear against the door she heard a light giggle from the hallway.

Frowning, she slowly opened the door. The pediatrics wing was close, and it wasn't unheard of for some small foals to try to escape their rooms when their parents or nurses weren't looking. But she wasn't _that_ close.

With a glance up and down the hallway she called out, "Hello? Is someone there?"

In all honesty, she usually did not stay this late in the day herself. Most days she was gone by 6 o'clock, but she stayed late today as a favor to the family with the filly she checked on just a little while ago. It was now closing in on 8, meaning that the offices were going to be inhabited by janitors at best.

Snapping back into the moment, she noted how the hall was all but abandoned, with most of the staff having left for the day hours ago. She had to have been hearing things. Why would a child be this far away from their bed?

Strong Bones turned to head back inside her office for her bag when the sudden sound of small hoofs running across the floor to her left made her jump.

"Now-now young one," she called out to the hall, "You are a little ways from bed, are you not? Just come out from hiding and we'll get you back to your bed!"

Her response was silence.

With a sigh she walked out down the hall. Within a matter of seconds she had made it to the end, only to hear scampering from the next corridor that lead to the stairs. A door ahead creaked before slamming shut. Making her way to the end of the corridor she made sure the check on the random doors along the walls just in case. All had been locked, leaving only the stairs.

"Come on," Strong Bones urged in exasperation. She may work well with the foals, but that did not mean that she had the patience of a saint. This may take a little longer than she thought.

"Are you down there?" she called into the stairwell. The distant sound of hoofs shuffling around answered her. They sounded like they were a few floors away.

As the door creaked open, she began walked out onto the landing. To be completely honest she was beginning to be creeped out by everything. The lights felt like they were dimmer than normal in the stairs tonight. Almost as if the shadows were eating away at the fluorescent glow.

A loud bang sounded behind her. Jumping, she turned around only to spot the door she had just used had slammed shut. Something in her was screaming at her to turn back and call pediatrics about the child. Maybe they could take care of it. But the sense of responsibility would not leave her alone. She couldn't just leave a small, injured and possibly frightened filly alone in the hospital now, could she?

So down the stairs she went. Down the darkened steps, following only the sounds of giggles. All too soon she found herself down on the first floor. With a quick thought of the front desk, she realized that she didn't have to hunt this child alone.

Feeling a slight bit of relief at the thought of help, Strong Bones tried the door, only for it to not budge. With a frown, she fought with the door some more.

_Strange_, Strong Bones thought, _This door has never been locked before_.

The sounds of giggling made her stop. They sounded slightly muffled, but were definitely coming from behind her. Slowly turning around, she spotted a door. Now she may not be an expert on wayfinding, but she could have sworn that there was no door there before.

Strong Bones gulped softly as she studied the strange new addition. This was just getting down right weird. Like some sort of horror story they played late at night on the television.

Hesitantly she approached the door, poking it open softly. The soft giggles seemed to be closer, but the stairs that dug deeper into the earth seemed to be devoured by the darkness of the shadows. She felt lucky to see only a few paces before her face.

"Little one," Strong Bones called softly, "My little pony. Time to come out! You need to go to bed now!"

Her only reply was the soft pattering of hoofs.

"Of course you run further into the darkness," she mutters to herself.

Looking longingly at the door that held the front desk and the promise of help behind it, Strong Bones strengthened her resolve and pushed forward, heading down the steps once more. The way around her was dark, as though there were no walls, just infinite space. But the soft lights that rested upon the landing ahead gave her just enough to see otherwise, showing only ghostly outlines of the edges of the stairs ahead of her.

Making it to the first landing, she looked around. The stairs seemed to go deeper into the earth around her, holding a few oddly spaced doors on the same floor as her. Trying the handle of one she found it to be locked. The whisper of footsteps below made her glance further down to the next landing with it's dim, ghostly lights only hinting at another level to go.

Glancing back to the entry door, she steadied herself and went down once more. After a couple of landings down she began to notice even more oddities to the stairwell. Each landing had the the dim lights that seemed to be devoured by darkness of the walls around them. The doors on each level had not rhyme or reason, being oddly spaced, sometimes seeming to be right on top of each other. Even the half level landings held doors that would have to be janitors closets lest they interfere with the rooms on the floors above them. She had even run across doors to rooms on the steps that just hung off the floor at chest level. Whoever had made this place had to be insane.

Making to the fifth level down, she stopped. It had gone from being a sense of duty to an overall feeling of doom that now rested heavily in her gut. Looking up the stairs in dread, Strong Bones recalled one specific detail of the hospitals layout. It had but only two basement levels.

Oh, the doctors and nurses always liked to joke around about how things were _haunted_ and _spooky_ at night. Even ghost hunter groups liked to travel into their old building to investigate Manehatten's oldest hospital. But she had never really believed in any of that. At least...until now.

Taking a deep breath, Strong Bones tried to ignore the omnipresent feeling of terror that the place was giving her and pushed on. There was a filly down here that she now had to rescue, and she wasn't going to let anything stand in her way!

Yet after about twenty flights of stairs, a good eight floors further than where the building should have stopped, she stopped. Why was she doing this? She should go back up _now_ and get help! This was too weird, too crazy. Doors were starting to appear on the ceiling, and now the stairs started to curve instead of the usual straight flights that they normally were. Even if this was just some old, abandoned portion of the building, how could she be certain that it was safe to continue down these steps? This constant feeling of danger just was not going away! There could be a gas leak, or some strange contaminant! She could even be hallucinating right now! Not to mention the fact that she was shaking in her fur.

Terror and fear finally overwhelming her, making the doctor decide it was beyond time to turn around and head back. If anypony asked, she had decided on her own personal safety. Yeah, that's what she would call it. _I mean,_ she reasoned to herself, _Emergency responders cannot just run out into the middle of an accident without some official telling them it is safe for them, right?_

Strong Bones turned around. It was for her own safety, she kept telling herself. With help they could rescue this lost filly and laugh about this whole incident in the morning. Putting her hoof on the first step back upwards, she started to ascend.

She made it no more than two steps before the soft sounds of giggling made her freeze in place. Turning around slowly, Strong Bones noticed a single door on this landing, and the laughter sounded like it was coming from inside.

_This is ridiculous! _she argued with herself, _Just go back the way you came, no issues! You call for security and it will all be good! You know the foal is down here, so you can head back up and get help in looking and-_

The sound of a door opening from somewhere up above Strong Bones made her veins turn to ice.

_Maybe it's security checking the area?_ she thought desperately, trying to remain calm and rational and not think about all the horror movies she had seen over the years.

Strong Bones opened her mouth to call out to the new comer but stopped. Something wasn't right. She knew one thing from her training in survival scenarios, and that was follow your gut as it was usually right. So instead she just sat, and listened. Heavy hoof-falls echoed across the stairs, but they were wrong. They were off. They sounded heavier, with every other step sounding more padded with soft clicks accenting it. Oh, the first step was definitely a hoof, but the second? She couldn't place what in Equestria that could be. Taking a deep breath, she finally came to a conclusion. While she couldn't be certain of any one thing about this place, she was beyond certain that that sound was _not _coming from security.

Looking around, Strong Bones assessed the area. She could go further down the steps, but she didn't know how much further down they went. And this foal,_ if it even was a foal,_ she thought darkly to herself, was more than likely in the room behind her. As much as she wanted to find a better room to hide in, the thought of leaving a youngling to an unknown...thing!...just made her stomach churn.

So she could either face whatever was coming down the steps, or could go and hide with the small filly and hope for the best. Tears leaked down her cheeks as she came to realization that no option was a good option.

Strong Bones snapped herself into action and tried to enter the room as quietly as possible. Hiding really was their best scenario. But even with all her efforts, the soft creak and click of the door locking into place must have been heard, as the footsteps paused for a few heartbeats, before they continued at a faster pace.

Strong Bones looked around the darkened room in a panic. A dim light shown at the far side of the space, giving the entirety of the room a shadowed and haunted look. It seemed like some abandoned break room, but everything was cloaked in darkness. Only a faint outline hinted that furniture might be in the room.

"It'll be alright," she muttered softly to herself, "It's going to be alright." But she could not bring herself to believe it.

Strong Bones bit her lip and began to look around the room again. The little pony had to be hiding in here. If she could simply find them, then they could hide from whatever was in the stairwell. How would it even know they were in this room to begin with anyways? Right?

"Are you in here?" she whispered, her voice coming out shakily, "I'm here to help! Where are you?"

"You'll give us away!" a small voice, so soft, she almost missed it, came from her right.

"I can't see you. Where are you?"

"Over here," came the reply, and a slight bit of movement caught her attention. Moving softly over, her eyes finally caught sight of a small form hiding beneath a table.

"What are you doing here? Where are we?" she whispered quietly as she kneeled down to meet the filly's eyes. Judging by the voice, it was a young colt.

"Aren't you playing too?" the small voice asked.

"Playing what? With whom?" Strong Bones whispered fearfully.

"Hide and find," the colt stated in a confident whisper, "With the Stitched-up Stallion!"

"S-Stitched-Up Stallion?" her voice was barely above a whisper. Oh no. This was just like that horror film she watched the other night, where the monster took limbs and guts from a group of teenaged ponies to gain more power so it could conquer the world!

"Well, he's, you know, made up of different parts and stuff," the foal stated as if it explained everything, "But I like to call him the Mismatched Phantom! As he can float and walk through walls and stuff!"

"Walls?" her voice was a squeak.

"Yeah! We like to play with him all the time here at the hospital whenever he visits!"

"Playing, hmm. Is that what we are doing?"

Strong Bones froze. The voice came from right behind her.

Shaking, she slowly began to turn around and see the looming form above her. She couldn't make out what it was in the darkness, only that it had a pony-like face, a long form that hulked over her, and large, glowing red eyes that sat not even a foot from her face.

"If we are playing, my dear, you are not doing a very good job," the thing tisked at her.

Doctor Strong Bones didn't even bother to respond, instead electing to scream.

* * *

Discord looked at the screaming pony before him. He didn't even know how she got in here to begin with, but it was probably that little brats fault. It was stupid of him to trust the little one!

Oh, he had tried talking to a doctor at a previous hospital first. But they had just screamed! It may have had something to do with him entering the building with a portal made of flames that levitated in the middle of a long hallway. Or maybe it was when he informed them in a deep voice that their mortal soul had been chosen, and that they had to prepare themselves for their final destiny. Or maybe it had to do with the fact he was wearing a green tie instead of the mandatory blue for Thursdays. Yeah, that was it, it had to be the tie. Either which way, he was pretty certain that their screams constituted as a no, especially when they called in security with their dogs. So he left for a new hospital and recruited the help of one of the little foals.

Discord would not deny it, he had visited the hospital a few times before to play with the younger ponies. Many of them were there for small things, like small illnesses and broken bones, but some of them were there for much larger and sadder reasons. Reasons that would most likely mean that they would not be going home again.

So he liked to stop by and play games with the little ponies. Sometimes he would open a portal that opened to other rooms. And they would play hide and seek through portions of the hospital and other rooms of his creation. It seemed that this little colt had chosen a staff break room as his hiding place on the stairwell, hoping to play a little game instead of helping him with talking with a doctor to help Fluttershy.

Discord sighed. He couldn't blame the kid for being chaotic. He was the Lord of Chaos! He should applaud the child for being so impulsive that he led a grown filly on a crazy chase through a wormhole of insanity! Oh, the thought of it all brought a tear to his eye.

Looking at the doctor, she was right now in the process of screaming her head off and trying to place herself between him and the foal. Discord rolled his eyes.

"Please, please, ma'am," Discord tried to say, "Ponies are trying to sleep!"

"STAY AWAY!" she kept repeating, "DON'T COME OVER HERE! STAY BEHIND ME! YOU STAY AWAY!"

"That's it," Discord muttered, snapping his fingers. A zipper appeared over the pony's mouth, effectively shutting her up. Looking around, he snapped he paw again, turning on the lights in the room. Unfortunately the light only served to make the doctor scream more if her muffled sounds were any consideration. Was he really that scary to look at?

"Now," he said calmly, looking at the quivering form of the doctor before him, "I am not here to hurt you, I am just here to get your help."

Eyeing the small colt before him, he added, "Right?"

"Yeah," the small pony said, looking at his hooves. Looking up, the youngling added, "I didn't mean to cause any trouble! I just wanted to play a game!"

"I know, I know," Discord stated nonchalantly, waving his claw through the air, "I forgive you, and whatnot. Now, will you please help me explain this to the nice doctor?"

Doctor Strong Bones watched the entire exchange with fear. What was he doing with the all the children? This-This thing was going to kill her, wasn't it?!

"Miss Doctor Lady?" the child next to her began. She turned her head slowly to stare at the young colt that looked sheepishly at his feet.

"Sorry about scaring you and stuff," he began, "I was just wanting to play with Mismatch here and I didn't know you were following."

Somehow it calmed her nerves a bit. Maybe it was the apology, or maybe it was being back in the light, but she felt the child was sincere about his apology.

Looking back sharply at the strange creature before her, she felt like she should know this being, but couldn't place it. It just...scared her.

"B-but Miss?" the colt caught her attention again, "Mismatch here says he has a friend who is hurt and needs a bones doctor! Are you a bones doctor?"

She paused for a second, uncertain of what would happen if she lied and said no. Deciding against finding out, she nodded her head slowly.

"Then you can help Mismatch's friend!" he claimed in glee.

"What he is trying to say, Miss," Discord filled in, "Is that I am in need of help, and would love it if you would come along with me to help a dear friend of mine. She broke her wing, you see, and while I have these powers," he demonstrated by turning the sofas bright green, making the colt giggle, "I am no doctor. Would you be willing to help?"

A soft snap of his paw, and Strong Bones found herself able to speak again. A small part of her still wanted to take the small foal and run, but something about this situation, while probably the strangest dream she had ever had in her life, felt real. And how could she not go help somepony who was in need of help?

"I-I'll go with you," she began, "But how do I know you will let me go home again?'

Discord stared at her with his wide eyes, like she had grown a second head. A good idea, but he didn't have time for that now!

"I have no desire to harm you or any of the ponies in all of Equestria," he stated as if offended, "I just need you to help a friend's broken wing! I can provide you with all the supplies necessary! Do I have to keep doing these crazy pony promises everywhere?"

She had no idea what promise he was talking about.

"Fine," she muttered, "Just, please, I'll see this pony you are talking about. And then I want to go home."

"Great!" Discord exclaimed, jumping into the air and doing a backflip in excitement, "We shall leave right away!"

"Wait! What about the child!"

"Oh, right,"

"I thank you for your help, little one," Discord smiled at the small pony, "Now here, have some ice cream and it is off to bed!"

"Ice cream?" Strong Bones asked.

"Why not?" Discord stated.

Strong Bones took a deep breath. She honestly had no idea what she was getting herself into.


	7. Chapter 7: Doctor, Doctor!

**AN: Great question, MyLittleBigBangSwitchAtOlympus!  
**

**I view Twilight's spell working one of two ways. First being that memories from not only the ponies involved but others memories of said ponies have been changed to fit the new order. So Big Mac would always see Pinkie Pie as having always worked at Sweet Apple Acres all her life, and it was just a bad day that Pinkie wasn't able to make the plants grow or really fix the barn during the events of the episode. This would happen to everypony except for those more magically powerful than Twilight Sparkle.  
**

**Look at it this way, Alicorn magic would always trump Unicorn magic. At this time, Twilight is a Unicorn, so the Princesses would not have any issues with remembering the real timeline. Discord has already proved the be more powerful than Twilight on her own, with Twilight needing her friends complete with the Elements of Harmony to defeat him. And dragons are known in folk-lore to be magic-resistant, hence Spike still having memory of the previous timeline.**

**The other method would be along the lines of a large bubble. Spells seem to have a range (thank you video game logic), so imagine Trixie's dome spell spread over an area. Canterlot and Discord (who happened to be in Saddle Arabia at the time) were not affected by the spell area and still remember the real timeline. So Princess Cadence would know that Rarity makes dresses and not Applejack, but not, say, Bon-Bon (or Sweetie Drops) as she is in the town at the time.**

**I prefer the idea of the former rather than the latter, but both methods prove to work.**

**Perhaps I have thought on this too much.**

**Either way, I don't own My Little Pony, and I can't tell you which idea would work best in the universe as dictated in the show.**

* * *

Chapter 7: Doctor, Doctor!

* * *

Fluttershy wanted to wait patiently inside Discord's house. In all honesty, she wanted to sleep and just not worry about the situation at hand. But with all the adrenaline and majority of the stress, she _was_ staying at Discord's private retreat after all, she began to get an odd feeling. She needed to spread cheer and make others smile! The larger the smile the better! And what better way to create a smile than a party?

It was like an itch inside her head. She could ignore it for a while, but over the hours of Discords disappearance she found herself wanting to bring out the laughter. But there was nopony here. And the option of searching the house or go back into the Everfree for somepony or something to entertain was very low on her list.

On top of that she lost all her supplies in the crash. Her funny glasses, her card decks, her balloons. How could she throw a proper party without balloons!

Perhaps a song then? Wasn't there a welcome song she could sing? But she didn't have a welcome wagon to properly complete the song.

Voices coming from upstairs made her freeze in her musings.

There was no time to worry about the Welcome Wagon! She had to do the welcome song alone.

Fluttershy hid behind the nearby couch, and waited for whomever it was to come downstairs.

Discord could feel the doctors eyes on him as they walked through his stairway portal.

"What?" He finally asked.

"Was that really necessary?" she responded in a disapproving manner. Strong Bones was still not fully convinced that she wasn't simply dreaming or hallucinating the whole situation around her, but she could at least play along.

"Was what necessary?"

"Oh, don't play dumb with me," she huffed, "Waking up young ponies to play 'games,' which I still haven't forgiven you for. Throwing a giant ice cream party on the pediatrics ward. Then playing a massive round of tag across the floor where you turned walls and furniture into jello!"

"They were getting away," Discord whined, opening a door and letting the fuming pony through into his home.

"Like that is a valid excuse!" Dr. Strongbones practically shouted, walking into the most strangely decorated room she had ever seen. But after everything else she had seen with the "Lord of Chaos," it was rather tame. She began to walk down the steps into what seemed to be a front living area.

"Do you know wha-"

"SURPRISE!"

Discord and the doctor stopped and stared at her from the stairway.

"_Welcome, Welcome, Welcome!_

_A fine welcome to you!_

_Welcome, Welcome, Welcome!_

_I say how do you do!_

_Welcome, Welcome, Welcome!_

_I say hip-hip-hurray!_

_Welcome, Welcome, Welcome!_

_Back to your home today!"_

Fluttershy sung in a soft voice, and while the song was upbeat and energetic, she brought a lullaby-like quality to it. As she ended her song, she looked at them with a large smile and fearful eyes. Did they not like her song? Wait, now that she really thought about it, why did she sing anyways?

Dr. Strong Bones just stopped and stared at the strange occurrence. Sure, there were ponies whose cutie marks were that of singing, but never had she been ambushed with song before.

Discord, however, began to clap, "Wonderful, Fluttershy! Just wonderful! Truly a marvelous surprise! But I believe the song needs more energy to it. And perhaps some balloons!"

A snap later and the room around her was filled with balloons, making Fluttershy jump.

"I wanted to have balloons," she muttered softly, "But I lost them in the crash..."

"Crash?" Strong Bones asked, staring very intently at the pony before her, "Where? How long ago?"

She turned to face Discord, glaring at the large creature.

"Why was she not brought to a hospital?!"

"Now-now!" Discord said, waving his paws and claws in front of him and backing away from the enraged mare, "I wanted to! I just-"

"Just WHAT?" the doctor was furious, "Wanted to keep her as your little play thing? Is that what you do? You foal-nap our young and change them into-into your loyal slaves or-or-"

"No," called a soft voice from below.

Dr. Strong Bones stopped her procession towards the draconequus and stared at the odd pony that greeted them.

"I-I asked Discord to not bring me back," her voice was just above a whisper.

She stared at the yellow pony at the bottom of the steps, studying her intently. The now shy pony tried to stare back at her, but lost her nerve and stared at the floor instead, not quite meeting her gaze. What in the name of Celestia happened to the pony that burst into song at the drop of a hat? There must be more here than she understood.

"Alright," Strong Bones provided with a sigh. She wasn't going to win any favors by fighting the two on the issue. Sometimes the best way to work with someone was to just give them a sign of trust.

"My name is Doctor Strong Bones. I was_ asked_," Strong Bones gave Discord a pointed look, "to help an injured pony. Are you the one that was injured?"

"Ummm, well...," the shy mare muttered from down the steps, still avoiding her eyes.

"Now, Fluttershy," Discord floated down to the pony, "When I found you, you looked like you had been through a tornado filled with rabid fish!" Discord stopped and laughed at such a thought. Oh, if he could just sick one on Cloudsdale, the looks on the weather ponies faces would be priceless!

"But fish can't get-" Fluttershy began to interject.

"But that is beside the point," Discord pushed on as if Fluttershy had said nothing, "You were very seriously hurt! Your wings were looking horrendous!"

"Wings?" the Doctor interjected, "But she does not have wings."

"Well that's because I took them away," Discord explained as if he were talking about Celestia rising the sun to a toddler.

"You...took...them...away?" Strong Bones couldn't even look at him, she could feel a headache coming on.

"She was in pain! And I wouldn't stand for _my_ _friend_ to be in pain!"

At his heartfelt claim, the doctor stopped and stared at the two strangers before her; a supposed-to-be pegasus and a creature made up of all types of...things. Fluttershy, if she remembered correctly, was staring at the draconequus, blushing at his comment. Discord held true and keep staring at the doctor as if daring her to deny his statement. Somehow she could see the two of them being friends, as strange as it seemed.

"Fine then," Strong Bones sighed, she wasn't going to win any arguments against this borderline god, "If it is alright, I do need to examine my patient. However having the wings _on_ would be preferable."

"Of course," Discord stated coolly, "That is the reason why I chose you after all."

"Chose me?"

"I saw your work with that filly. I was impressed. The little girls wing was so badly injured, but you kept her calm the whole time. You were so gentle and kind about it. The only doctor I would want helping my friend."

Strong Bones didn't know whether to flattered by the complement or creeped out by the stalking. She decided it was best to stick with flattered.

"Thank you. Now would you mind setting up a room for us? I could do with some supplies too since they were left behind."

"Not a problem."

And with a snap of his paw, a new door opened across from the stairs they were on.

"Shouldn't that door lead back outside?" Fluttershy asked, observing the door that appeared on a wall that connected to the outside of the building.

"Watch and learn, my dear," Discord said with a smile, opening the door to small but cozy doctors office. The light inside was bright and the walls painted a nice warm color. The room held many different tools as well as a patient table and a nearby X-Ray machine.

"This looks perfect," Strong Bones said contently, her mind moving on to business, "Now, if you could put my patient there and kindly return her wings. Then I will have to ask you to leave."

"Leave?! But I was the one who brought her help! I am her friend! I need to be here! I-"

"Discord," Fluttershy's light voice stopped his babble, "It's alright. She is a doctor, right? Plus, we can talk later."

Discord stared at her as she smiled softly up at him.

"Fine," he said in a huff, "But it doesn't mean that I approve."

"You may want to sit first," the doctor provided softly, "If you are not in too much pain right now, then I take it that you don't feel your wings at the moment?"

"No, not really," Fluttershy said, sitting on the table, "I feel like they are there, but I don't feel them there. It's hard to explain."

"Interesting. Like a phantom limb syndrome, " Strong Bones muttered, inspecting the location her wings would be at. The medical possibilities were endless. If only they could harness this magic for all of ponykind.

"Anyways," she shook her head and backed away before she got lost in that train of thought, "If you would, Discord?"

Discord looked apologetically at Fluttershy before using his powers once more. A cry from the table made him immediately regret it.

"Sorry," he said, "Sorry, sorry, sorry!"

He started to move forward to comfort the now crying pony, but was blocked by the doctor.

"Discord," she said authoritatively, already working inspecting her patient's injuries, "I need you to leave now! I have work to do here. Perhaps you can go set-up a meal for after we are done? Maybe then we can work on some form of payment?"

"Oh, of course," Discord didn't even look at the doctor as his eyes stayed glued to Fluttershy. He was soon out the door, allowing Strong Bones to get to work.

* * *

After a close inspection, complete with many questions about how she became injured and if Discord was involved or not, some pain relievers that happened to be in a drawer like in her own exam room in the hospital, and a long period of silence, the pony doctor couldn't contain her curiosity anymore.

"So, friends, huh?" Doctor Strong Bones asked as she began her final placements of the cast for the wing.

It had been a clean break through the one wing, with the other having some muscle strains and bruising. She was concerned about a concussion that her patient most certainly had, but she would stay here for the night to make sure that wasn't an issue. Maybe if Discord was as trustworthy as he seemed thus far, he could help until they were out of the danger zone.

"I-I guess so," Fluttershy said, as if in shock herself.

"Really?" Strong Bones asked, surprise written on her face, "With the way he was acting, I would have thought that you two were very close."

"It's strange," Fluttershy almost whispered, "He is acting so different from when we first met him. Back when he first awoke he was trying to rule all of Equestria."

"Wait a minute," the doctor stopped all she was doing to stare at the pegasus, "What do you mean by "rule all of Equestria"?"

Fluttershy sighed, "Well, he had somehow escaped from his stone...well, cage I guess, and was back to take over Equestria like he tried to do before. But my friends and I were able to turn him back into stone using the Elements of Harmony."

"Elements of Harmony? Wait, you are one the girls from that group? The ones that hang out with the princesses and have helped to defeat so many of those who look at taking over or destroying our kingdom?"

"Well, yeah," she said with a blush, "I guess we are."

"So what element are you?" Strong Bones gushed. She just had to know now!

"Well, umm...Laughter, I guess."

"Laughter?" Strong Bones gave her a look, "Strange, I wouldn't have pegged you for that."

Fluttershy looked down to the floor, as if nervous or ashamed, "Well, it kind of ties back into the Discord thing..."

"What do you mean?"

"Later on," Fluttershy said softly, "We were told to reform Discord by Princess Celestia. And we were able to thanks to Rainbow Dash, and he was good again. Though some of us still had our doubts."

"Yeah?" she urged her on.

"Well, none of us had really heard from him. At least, until I met him the other day."

"And?"

"He mentioned something really strange..."

Fluttershy stayed silent for several seconds as she looked at the floor. In a whispery voice, she asked, "Has...has there ever been a case where a pony has a cutie mark that does not match their destiny?"

"What? I don't understand."

"Discord. He...he mentioned that my cutie mark was wrong. That it wasn't Rainbow that reformed him, that I had. But that makes no sense! I have no memories like that." Fluttershy began to tear up as the words began to spill faster and faster from her mouth, "But at the same time, it is the only thing that makes sense! I have memories of making ponies laugh, but whenever I try lately they just frown. And I just want to hide! They make me so scared!"

"Scared of what?"

"Scared to talk. Scared to look. Scared to be noticed," she began to cry, "I-I don't want to be up there, trying to make ponies laugh! I don't want them looking at me! I don't want them noticing me! But isn't that my element? Isn't that what my cutie mark tells me?"

She stopped as she choked and sobbed for a second. Strong Bones just calmly worked in the silence, trying to think on what the pegasus was saying. She really didn't know for certain, but didn't want to tell the distressed pony that. So instead she remained silent. Fluttershy would talk when she was ready.

"I tried not too," Fluttershy whispered after a few minutes.

"Not to what?"

"Not to tell jokes. Not to try and throw a party. But it started to hurt. It's like I have to do it. It has to be my destiny, right?"

Strong Bones didn't reply. She honestly didn't know what to think about that. Perhaps it was Discord's work, or maybe there really was an illness. Either which way, she had never heard of a situation like this before.

"Tell you what," Strong Bones spoke softly, "I'll finish with the wrappings on your wings, and we'll get you to bed. Give yourself some time to rest and we'll talk about it more in the morning, alright?"

"Al-alright," Fluttershy sniffed. Her tears were slowly clearing up.

"Hey, Discord," the doctor called.

The door suddenly stretched downwards before rolling up like a curtain, revealing Discord standing on the other side.

"You rang?" he asked formally.

"I know you heard us talking," Strong Bones began. Discord opened his mouth to object, but the doctor continued on, "But can you make a room for us for tonight? We'll need to be checking in on her through the night. Someplace soft, quiet, and comfortable would work nicely."

Discord almost snapped his fingers before she added, "Comfortable for ponies, please."

"Oh, you are no fun at all," Discord pouted, before using his powers to make two new rooms across the cottage.

After a careful inspection of both, she nodded at Discord, who followed into the room with Fluttershy, gently putting her down on the bed.

"I suggest we take turns waking her throughout the night. We need to make sure that there wasn't any damage done to her brain in the crash. Just check in on her, make sure she acts and talks normal, that she is fine. I was thinking I could check in in the first hour if you will do the next?"

"It will be done," Discord said with a bow.

Strong Bones rolled her eyes. She was getting too tired for these antics. With a quick series of good nights, and reminder to Fluttershy to come to her if anything happened, she left for her room.

"Will you be alright?" Discord asked, turning to look at Fluttershy.

She smiled softly up at him, "I think so. She really is a good doctor."

"You look absolutely exhausted my dear," Discord noted, looking at the sleepy look on her face, "I should leave you for the night. But feel free to call me if you need anything. And I mean anything!"

Fluttershy smiled up him, nodding in understanding.

Before he left, he heard her voice drift across the room, "You know, I can't remember ever becoming your friend, or, well, even honestly wanting to be your friend. Sorry, but it's true. But I can tell you really care. You...you have done a lot for me today, so...Thank you. You really are acting like a true friend would."

"Thank you, Fluttershy," Discord said with a smile before shutting the door.


	8. Chapter 8: Breakfast

**AN: Soooooo...it's been what? A month...or two... Either way, here is another chapter that's been ready to post for a while now.  
**

**As per usual-I don't own My Little Pony, nor do I own the line from Skyrim or a quick reference to The End of the World (if you squint your eyes).**

* * *

Chapter 8: Breakfast

* * *

Fluttershy found herself floating around Ponyville. Or, at least, she was pretty sure it was Ponyville. It was as if it was and was not her home at the same time. She could not explain it. It didn't look like Ponyville exactly, but she knew in her heart that it was her town.

As she floated into the town proper, she took note of all the other ponies. All around her the others moved around as if in a trance. They all walked slowly, none of them acknowledged her or even looked her way, simply going through the motions of life.

"Hello?" she asked timidly.

The other ponies stopped in their place, as if turned into statues by her single uttering of a word. One of the closer ponies turned their head towards her, his eyes glaring at her, glowing as if on fire. Fluttershy gasped and took a step back, bumping into another pony in the process. Turning around to apologize, she noticed the same glowing eyes on this pony as well. All around her, one by one, the citizens of this other Ponyville lifted their gazes to onto her form.

"Fluttershy," came the creaky whisper from all the ponies as one.

The pegasus gave a gasp of fright, jumping to the air to fly away. Yet instead of the freedom of the air around her body, she found herself stumbling straight to the ground. Fluttershy shakily got up, glancing at her back to find that her wings were absent. Heart racing in her ears as she desperately tried to remember if her wings had been there moments before or if they had never existed at all, she turned to look at the group before her. The ponies from all around were now staring at her, with the one closest to her growling out her name once more, this time taking a heavy step towards her.

Fluttershy gave a shout of fear, dashing off through the crowd into the town proper. Her sudden movement seemed to activate the paralysis that was on the other ponies, making them give chase. She ran as fast as her hooves would take her, dodging the incoming ponies that tried to stop her.

"Fluttershy," they growled out to her again and again.

"Go away!" she called back at all the voices, closing her eyes in fear, "Goaway, goaway, GO AWAY!"

Opening her eyes she got only a glimpse of a pony in front of her before she tripped over them.

"Fluttershy," a familiar voice whispered to her. Opening her eyes, she noticed that she had tripped over Twilight Sparkle.

"Twilight!" she said, pulling her friend close in a hug, "I am so glad you are here! I-I don't know what's gotten into everypony! Please! You have to help!"

But instead of her friends familiar, cheery voice, she only had the same croaked whisper of her name.

"T-Twilight?" Fluttershy whispered, pulling back to look her friend over.

Twilight Sparkle stared up at her, an empty look in her eyes, her voice remaining emotionless, "You left us, Fluttershy. You left all of us."

Looking up, Fluttershy noticed her friends all around her, each with the same empty, dead look in their eyes. Beyond them stood the townsponies, their eyes still glowing with an unworldly gleam.

"Fluttershy," her friends seemed to say as one, circling her and Twilight, "You left us. You left us all alone."

"I didn't mean to!" Fluttershy cried out, her eyes going wide as the townsponies slowly began to morph. Each pony was forming large, wooden bodies and claws, only keeping a rough outline of a pony shape and hair. It was as if they were becoming a combination of pony and wolf.

"You left us," her friends repeated in their synchronized monotone.

"I didn't want to," she begged her friends, eyes glancing nervously at the changing ponies, "But-but I can't do it! I can't make ponies laugh or smile or anything! I-I couldn't stay! Everypony hated me! I couldn't stay!"

"You left us," they kept repeating, their eyes taking on a similar glow to the other ponies, their bodies becoming larger and more shadowy, slowly morphing, "You left us, Fluttershy. How could you?"

"I-I don't know why!" Fluttershy was crying now, "I-I just can't! Please! I don't want this! I don't want this!"

"Fluttershy," came the growl-like voice of the Twilight-wolf, "If you can't make us laugh, then what good are you to us?"

Turning around, she saw as the now fully formed Twilight-wolf stood tall above her, casting a long shadow across her and the other transformed ponies. Her changed friend gave a dark laugh as she lifted her claw high in the air and brought it crashing down onto the ground mere inches away from Fluttershy's trembling form. The ground shook and cracked at the center of impact, when bit by bit, like pieces to a puzzle, it began to fall down away from the earth.

Fluttershy watched in shock, feeling like she was moving in slow motion as she attempted to get away. Yet no matter how fast she urged her muscles to pull her, the pieces of ground falling away caught up to her form. First it was her back hooves, struggling to find a wall to pull against, only to flail in the air. Looking down over her shoulder she saw the dark expanse of the Everfree Forest hundreds of feet beneath her hooves. Then the ground cracked away from her chest, forcing her to look up at the crowd before her. All around the once friendly smiles of Ponyville had become twisted as they seemed to excited for the final moment. She screamed at her friends for help, but found only the strange hybrid monsters staring back at her, smiling as she slid down the ledge. And then the last piece gave, pulling her down through the trough the hole.

With a final slip, Fluttershy fell through the growing hole. She screamed as the ground rushed up to meet her.

Above her, in the hole in the clouds that led back to Ponyville, she could swear that she heard someone calling her name.

* * *

Fluttershy gasped. She kicked around blindly, not recognizing her surroundings. Where was she? What was she doing here?

"Fluttershy!" a voice cried nearby.

Looking around, she finally began to remember the day before. The fall, Discord, the doctor...

"Fluttershy," the voice revealed itself as Discord, "Are you alright? What is wrong?"

"I-I'm fine," she offered after taking a moment to yawn, she got very little sleep the night before with the constantly being woken up for check ups, "I am fine, thank you. Just...just a bad dream."

Discord stared at her in silence, watching her every move. Fluttershy shifted softly under his gaze.

"D-did you spend your whole night in here?" she asked softly, studying his ruffled hair and blanket on the chair he was sitting in.

"I don't want to lie to you so I'm not going to say yes!" Discord smiled down. Fluttershy opened her mouth to comment but stopped to really contemplate what he actually said.

"Well then," Discord continued after a few moments of confused silence, "If all is well, perhaps a breakfast? It is about time for a sunrise!"

With a grand showmanship only known to the most high class of actors or salesmen, Discord produced a hat in one hand and began to remove breakfast items from within.

"So perhaps a basic egg dish? A quiche? Scrambled eggs?" Fluttershy watched as said items were plucked from out of the hat and began to float through the air.

"Or is it the baked goods you like? You ponies do hang around that silly cake shop quite often! Perhaps croissants? Or muffins? Ah, but we forget some of the greatest of breakfast staples, pancakes! So then, would you like pancakes? Topped in whipped cream and bacon? Or waffles? With bananas and pineapples! Or perhaps blintzes? Or a cinnamon bun topped in peanut butter? Oh-oh! I know! Strawberry crepes topped in a mixture of chocolate ganache and cream and layered like a parfait in a giant fish bowl!"

Fluttershy watched as the stacked mess floated towards her, the chocolate and cream mixture threatening to spill off the plate and onto the bed.

"Wrong on all accounts, aren't I?" Discord asked with a frown.

"Perhaps just some oatmeal with honey," Fluttershy whispered shyly, "If that is alright?"

Discord stared at her, before frowning. Even the plates of food looked slightly depressed as they lost altitude and floated slower, "Well, I guess...it just seemed so...plain."

Moving toward the door to the room, he opened it to reveal a kitchen with a second Discord working at an oven with a pink apron and chefs hat on.

"You hear that? Bowl of grain topped with bees!"

"What!" the chef Discord whined, "After all those pancakes I made? I thought you said panc-"

"Nevermind that!" Discord commanded, "We needed the order five minute ago! No questions asked!"

"Fine! Fine! But I demand overtime for this!"

Discord rolled his eyes and slammed the door shut.

"Some days I don't know what to do with that guy," Discord rolled his eyes, before a bowl of the desired breakfast popped out of the hat and floated towards Fluttershy.

"Please! Please! No applause! I know my chefly skills are bar-none!" Discord dramatically called. Fluttershy stared at the bowl and back at Discord in uncertainty, before timidly taking a bite. With a soft smile, and relief at the lack of surprises, Fluttershy began to eat at a normal pace.

"What are you doing now," an exasperated Strong Bones asked, walking into the room, eyeing all the floating plates in irritation.

"Why, breakfast of course!" Discord cried gleefully, grabbing the plate of strawberry crepes from the air and removing the bacon and whipped cream topping from one of the other plates. Taking a bite, he sighed in lustful joy at the food on his plate.

"Ah, breakfast. Yes. Great," she said as if on autopilot, choosing to ignore the insanity in the room and focus on her patient, "So, how is my patient doing this morning?"

"Better," Fluttershy offered, "Tired. Will I be allowed to sleep again soon?"

"Maybe. How are you feeling? Any headaches as of late? Or at least any that were not caused by this one here?" she asked, gesturing towards Discord who floated over her shoulder.

"Hey!"

"No, not really," Fluttershy glanced down at her breakfast bowl in nervousness, "Like I already said, I feel a bit sleepy, but I didn't get much sleep last night."

Strong Bones snorted at that, "Yeah, I suppose you wouldn't. But you're not feeling dizzy? No abnormal moods? You feel...well, normal?"

Fluttershy stopped to think about it for a second, "W-well...not that I can tell. I mean, I don't feel dizzy or abnormal. Unless you are referring to my cutie mark. Then I don't know how I feel."

"Hey!" Discord exclaimed, a lightbulb appearing above his head, "Would a concussion have changed her cutie mark? It would explain why she isn't fully herself!"

Fluttershy glanced between the two. She still wasn't too sure if Discord was correct in saying her cutie mark was wrong, but it was a valid question.

"Well, I don't think so," Strong Bones face contorted into a frown as she thought over years of medical knowledge, "I have never heard of such a thing happening before at the very least. Anyways, weren't you telling me that your cutie mark had been this way before your fall?"

"Yes," Fluttershy nodded, frowning at the memory of Ponyville.

"Don't worry, Fluttershy," the doctor smiled, putting a hoof on her shoulder, "I'll help you figure this out. I was planning on looking things up today when I return to the hospital."

"Wait! You want to return already!" Discord exclaimed.

"Yes. Fluttershy, aside from her broken wing, seems to be healing just fine. It seems that the concussion was not so severe that she will need to be brought into the hospital."

"So her concussion is bad!?" Discord seemed ready to freak out.

"Well, yes. All concussions are bad. They are _brain_ injuries, and the brain is the most important organ in the body."

"Well, yeah, look at what's telling you that," Discord rolled his eyes.

"As long as she takes it easy," she continued as though Discord had not interrupted, "She does nothing straining mentally or physically, she should be fine." Her gaze then returned to Discord to give him a hard look, "Though I would expect you to get me immediately if anything were to happen."

"Like what?" Fluttershy asked nervously.

"Bouts of headaches, or dizziness, having issues with balancing, sleeping too much or too little, acting out of normal for yourself; things along those lines. Though I suppose acting abnormally may not be a symptom this time, considering this whole cutie mark issue."

Discord nodded, having donned a pair of glasses, busy writing down everything the doctor just said into a small notebook.

"But if you would, Discord," she continued, "I need to get back to my regular shift at the hospital. If you want, I can meet with you tonight and I can let you know if I found anything. Otherwise I'll stop by in a few days to check on your wing?"

"That sounds good," Fluttershy nodded.

"Great," Strong Bones smiled at Fluttershy, "Now if you would, Discord?"

"But what about breakfast?" he whined.

"Fine," she rolled her eyes, "A quick meal. Then we take me back home!"

"Yes!" Discord cheered in victory, before removing the options from the air around them back into the top hat to do the whole practiced choreography again.

* * *

Twilight shuffled nervously back and forth in front of her tree house. She had received a note from Princess Luna not even minutes before saying that she had made it into Fluttershy's dream, but was unable to contact her.

But what she did find in the note scared her.

_As you know, _the note had read, _dreams are made up of one part reality and one part imagination. What I had discovered in Fluttershy's mind leads me to believe she may be in grave danger. _

_Her dream had the townsponies transforming into wolves, leading me to believe that she was being hunted at some point in the last day. There was also this detailed fall into a dark forest that looks alike to that of the Everfree._

_Please be mindful that the mind loves to play with inner fears, and all this could be a simple misreading of the dream. But based on how vibrant it was, I would advise that you set your sites on the Everfree to start._

Twilight shifted nervously. None of what was written was reassuring or good. But at least they had a place to start looking, right?

"Hey, Spike," Twilight called out.

"Yeah!" he responded, his head popping out of a large stack of books.

"I need you to go to the weather pony and get the measurements from the wind these last few days. We might be able to track Fluttershy's balloon."

"On it, Twilight!" With a salute, Spike rushed out the door to gather the information. Twilight hoped that this would at least help narrow their search.


	9. Chapter 9: Cake! and Other Insanities

**AN: Back on track for publishing (or so I hope). At least the editing process makes for a good distraction from the heat. Either way, please enjoy.  
**

**As per usual, I don't own My Little Pony and many of its characters. Please enjoy the reference to Romantically Apocalyptic (highly recommend it).**

* * *

Chapter 9: Cake! and Other Insanities

* * *

"Twilight!" came Pinkie's singing voice, "We found a balloon for us! And look! We even found Rainbow Dash!"

Twilight turned to see her friends walking up the street with a disgruntled Rainbow Dash trailing behind.

"She was checkin' around Fluttershy's cottage. But," Applejack snickered, "Seemed to have some problems with the...heh...rabbits."

"I was not," Rainbow Dash declared, blushing the whole while.

"They had you tied down tighter than a pig in a hog-tying competition!" Applejack laughed.

"Yeah, Rainbow! They were jumping on you like a trampoline!" Pinkie Pie added.

"Anyways," Applejack turned to talk to Twilight, only to notice the serious look on her face and the note in her saddle, "What's wrong? Did the Princesses find anything?"

"Possibly," Twilight sighed, "It's hard to say, as dreams are a strange place. The mind likes to use both the imagination as well as your own memories for the day. Princess Luna wasn't too sure how much was real or not, but she thinks Fluttershy may be hurt."

A seriousness took over the group at that statement. While Rarity looked fearful, there was an anger behind Rainbow's gaze.

"Well, what are we waiting for?" Pinkie asked, a determined glint in her eyes, "This rescue mission isn't going to start on it's own!"

"Just tell us where to go, sugarcube!" Applejack smirked.

"Lead the way, Twilight," Rarity added softly.

"Alright," Twilight said, "Let's get to that balloon. We're going to be heading out to the Everfree Forest, so be ready for anything. So if you need anything, now is the time to grab it."

The group nodded before heading in separate directions to grab their collected supplies. All except Rainbow Dash.

"Rainbow," Twilight began.

"Listen Twilight," Rainbow interrupted her, "Fluttershy...she is like family to me. Like a sister. So if we don't find her...if she isn't...if-"

"I understand, Rainbow," Twilight said with a serious voice, "I have a brother. You remember how I was when Queen Chrysalis was trying to use my brother during the wedding."

Twilight looked down at her hooves, unable to look at Rainbow, "I would never forgive myself if anything happened to her. And I wouldn't expect you to do so either."

"As long as we are on the same page," Rainbow said, her eyes softer but full of a new dedication towards their mission.

"We'll meet you at the balloon?"

"Heh," Rainbow smirked, "I'll beat all you there!"

As Rainbow flew off at her super speeds towards her home to gather last minute supplies, she heard a clanging behind her. Turning she saw Spike carrying a bag twice his size overflowing with supplies.

"All set to go, Twilight," Spike stated happily.

"Not this time, Spike," Twilight shook her head.

"What!" he cried out, dropping the pack to the ground in frustration, "Hey! Just because I'm not a pony doesn't mean that I'm not Fluttershy's friend too! Plus, I'm your assistant!"

"And I need you to stay here in case anything happens. In case Fluttershy comes back before we do."

"But what if the princess send you a letter! Or-or _you_ need to send something! Or you need claws to get by something like a knot! What if-"

"Spike!" Twilight interrupted him, "If the princesses send anything, or if Fluttershy returns, or if anything important happens, send Owlicious towards us with a note. He will make sure that we get the message. We can send Rainbow Dash back if anything urgent comes up."

"But-but-" Spike looked ready to cry.

"Spike," Twilight said softly, going up to hug the young dragon, "You know that you are one of my best and closest friends, and the best assistant a pony could ask for. But I need you here. We don't know what sort of dangers we will be facing, and I could not ask you to come along. You are still very young."

"I was old enough to help in the Crystal Empire," Spike declared with a frown.

"True. But I need someone smart and mature enough to watch over Ponyville and help us to keep an eye out for Fluttershy. And I can only ask that of you."

"You sure that it's not just cause I'd get in the way?"

Twilight smiled at him, "Of course not. I just want to make sure that someone is here in Ponyville in case anything happens. And you are the best one for the job!"

Spike looked up at her with a smile, "You got it, Twilight! I will watch over all of Ponyville for you and keep everything under control."

"Good!" Twilight said, using her magic to pull only the necessities out of the large pack Spike brought out and into a saddle she could carry, "I knew I could count on you Spike!"

"Good luck, Twilight," Spike called out as she made her way down the street to the new balloon, "I believe in all of you! You can bring Fluttershy home."

"You know we will, Spike," Twilight said to herself, "You know we will."

* * *

Fluttershy sighed. While she was glad that she was given a mostly clean bill of health, her wing was still in a cast, she was getting...bored? Anxious? She wasn't too sure. She just wanted to _do_ something.

Discord was trying to be a good host. He made sure she was being fed and that she was entertained, but he was keeping her cooped up in the bedroom and not letting her out of bed.

Currently, they were busy watching two mini Discords reenact scenes from the famous pony playwright Stageplay Trottinghoof. And while the classic plays had their long loved tones and themes, Discord had to add his own special touch to them.

"Alas!" the Discord on the left, who wore an outfit akin to the tudors of old, with bright blue hat complete with a feather, "I knew 'twas _you_ whom did taketh away poor Merryshine, and force her into that horrible marriage!"

"Tis not me, good sir!" came the reply from the Discord on the right, who wore what was basically the same outfit, but red, "I had nothing to do-eth with poor Merryshine's disappearance...eth."

"You know, you really are not very good at plays are you?"

"Like you are one to talk, you aren't even staying in character-eth!"

"Them there are fightin' words!" The blue Discord shouted, snapping his claw to summon a pie to fly into his rivals face.

The second Discord remained motionless for a minute in shock, moving his paw up slowly to remove the pie.

"So be it! I will teach you to abuse baked goods!"

A snap from the red Discord brought forth a horde of fish that floated around him, before flying off towards the blue Discord.

"Herring!" blue called before ducking for cover...just before the fish began to explode upon impact.

"_Exploding_ herring," blue corrected.

"I know! I thought it was a touch of genius myself!" red shouted back, before being hit with another pie.

"Discord," Fluttershy frowned, looking at the Chaos Lord to her right. He sat there watching the fight with glee, stuffing his face with popcorn.

"What?" he asked with a large grin, "There was supposed to be a fight scene here! We just made it more...entertaining!"

"N-no, they play is…," Fluttershy hesitated as she looked for the right world, "Lovely-"

"CAKED!"

Fluttershy turned back to the fight that had turned into utter mayhem. The mini red Discord began to roll on the ground, cake covering his face, enacting an overly dramatic death sequence.

"Death by cake! Classic," Discord laughed, wiping a tear from his eye.

"I was just thinking, maybe we can do something else?," Fluttershy continued now that the interruption seemed to have slowed down.

"If that is alright," she added, just in case.

"That would be just fine, dearest Fluttershy," Discord said with a clap of his hands, making the two miniature copies and their area of destruction vanish, "What would you like to do instead?"

"Well," she began, mulling over everything, when she felt that feeling again.

Just like before, she had been feeling the need for laughter. It had started small at first, easily ignorable and easily hidden, but it had grown. The laughter Discord had provided helped. It eased the pain, that need to hear and create laughter.

But even with all the laughter around her, the need to be the creator of the laugh began to grow. And she kept it at bay. Even as it buzzed in her ears like a mosquito and would not abandon her thoughts, she had ignored it. She was comfortable here. Why did she need to make anypony laugh? She did a terrible job at it anyways. They frowned at her and looked down at everything she did. Why did she need to share the laughter? Just because no one was laughing didn't mean the world would stop turning...would it?

Yet even as she questioned it, the need flooded her veins. It was her destiny, right? It was inevitable, as she was the bearer of laughter! She had to bring this laughter to ponies. Her cutie mark all but marked her future, plain as day!

And now, like a tidal wave, it had come crashing down all around her, and all she could think about was the laughter. She needed the laughter. The world felt stale and empty without it. She could hear the glee already!

And slowly…

She began to see it….

All around her! She could see it laid out for her!

"A party," Fluttershy began, her sight fogged as her inner vision took over, "A big party! And we'll have balloons and streamers! And we'll play all sorts of games!"

Fluttershy gasped as the idea developed further, turning the room into that of a colorful paradise, "It can be for the doctor! We haven't thanked her yet have we? Oh, that simply will not do! We'll have candy and-OH-a cake! I need to make a cake! A large cake with chocolate and frosting and sprinkles! Think of the smiles!"

Fluttershy turned to look at Discord, her smile wide and her eyes unfocused as she kept diving into the vision, "And I'll do balloon animals and make all the ponies happy! Their laughter can fill the room and-and-and-!"

"Fluttershy?" Discord's voice broke her thought process.

Fluttershy gasped as she came back to reality, the decorative world of celebration lost, turning into a plain, if not vividly colored bedroom. Looking up she spotted Discord frowning at her in concern.

"Are you feeling well? Should I bring the doctor back?" he asked, putting his paw upon her head to test her temperature, "Is this about your knock to the head?"

"N-no, I don't think so," she said, "I…"

"What happened? What was that?"

"I don't know," Fluttershy answered truthfully, "It-it was like one minute I was here and the next I was lost in this world of color and laughter. It was so bright and colorful and everypony was laughing so loud and-and-"

"Whoa!" Discord tried to stop her before she disappeared to wherever she went, "As amazing as it is for a pony that is usually as calm as you to lose their mind, I do believe that it should scurry back home right about now."

"Sorry," Fluttershy whispered, her voice coming out as little more than a quiver, "I...I'm not feeling too well right now. I think I will take a nap."

"Are you sure I shouldn't bring the doctor back? She is only a snap away!"

"No," Fluttershy felt scared, tears were threatening to pour down her cheeks, "I just want to be alone for a bit."

"Alright," Discord said slowly, studying her face carefully to make sure she was alright. Her face looked fearful but otherwise she looked alright. He would have to let the doctor know of this later. With a sigh he got up and made his way out of the room.

Pausing at the door, he turned around and gave her a large grin, "But perhaps we can make that cake later? And we can add all the cute little chaotic bits to it too! Like pop candy that will shock any pony who dares to try it! It can be like you said, a surprise for the good doctor that is looking after you!"

Fluttershy smiled, despite herself.

"Yes," she said, "Perhaps we should."

* * *

Doctor Strong Bones walked down the halls of the hospital yawning.

"Hey, stay up all night again?" called Doctor Shining Heart, one of the doctors who worked on her floor, "Don't tell me you spent the night in your office!"

"What?" she asked as her sleep and coffee deprived mind moved five seconds behind reality.

"I left before you last night and come in to find you still here," he declared, "You shouldn't work so hard, you know. It will make you do crazy things!"

"Tell me about it," Strong Bones sighed.

"So what is your schedule today, if you don't mind me asking?"

"Well," she replied with a yawn, "I don't usually schedule patients for the weekends, so that way I have time to finalize paperwork, but I got a...surprise patient last night, and needed to head by the medical library to try and look up some information."

"Surprise patient," Shining Heart looked confused, "You don't normally get many calls like that. You usually only are needed when somepony has serious bone issues. What are you needing to look up?"

Strong Bones bit her lip, debating about how much to tell him, "You wouldn't happen to know many things about cutie mark related illnesses or injuries, would you?"

"Cutie marks? Not really. I've never heard of anypony having issues with cutie marks before."

With a sigh she muttered, "Well, thanks anyways. I need to get going to the library if I want to find anything before tonight is over."

"Hey!" he called out as she started to walk away, "Just what is this issue you are having with cutie marks?"

Strong Bones froze. She couldn't tell him everything without jeopardizing a lot of the privacy revolving around the whole case. He might even commit her if she actually told him the truth.

_Well this god like creature foal-napped me last night and forced me to heal the wing of one of the Princess' aides. You know, those girls from Ponyville that use the Elements of Harmony to help heal and solve the problems of the kingdom? Yeah, one of them! And both this crazy, mismatched chaos lord and this pony think that her cutie mark is off and are looking to me to solve it! So, what do you think?_

Yeah...that would go over real well….

"Oh, nothing much. Just something for a friend of a friend!" she laughed nervously, backing away to the door, "Oh! Look at the time! I think the coffee kiosk just opened up! Bye!"

Strong Bones made a run for the library, not bothering to look behind her at the confused doctor she left behind. She knew Fluttershy did not want to be found right now, and out of respect for her, she would not tell a soul of her whereabouts. Not to mention there was little she could do to protect herself from something with powers like Discord if she stepped out of some invisible boundaries. He could be watching her right now for all she knew.

Looking up she found that she had made it to the medical library. Somehow her hoofs could still lead her in the right direction while her mind was elsewhere. Walking in she went straight to the help desk, ignoring the various stacks of books and the small collections of medical students and interns scattered intermittently around the room.

"Hello?" she asked to the desk attendant, who had their back turned to her.

"Ah! A visitor! And a fully fledged doctor at that!" he smiled in delight, somehow she was pretty sure that he did not receive many visits from the non-learning staff at the hospital, "What can this librarian do for you today?"

"I am looking for information on cutie marks. Do you have any books on them?"

"We have many, I believe," he said, "Anything from investigations behind why and how they appear down towards historical experiments. What in particular would you like to know?"

"Illnesses or issues that could cause a cutie mark to be...off? Oh, I don't really know how to explain it. Cutie marks that were just...wrong...for that pony?"

"Wrong cutie marks," the librarian muttered, his eyes going back and forth as if reading some invisible book of memory, "Only a handful of things _illness_ related...there was something about cutie pox, would that be along the lines that you are looking?"

"Cutie pox? What is that?"

"Ah, a rare disease that causes ponies to gain cutie marks that they are compelled to enact. They keep gaining cutie marks again and again until a cure is in place or death. It destroyed a civilization once! They only recently have found a cure, though I don't think it is very scientific. But that is what happens sometimes with a world having magic." he sighed.

"That's not really it. Do you have any cases where the cutie mark as changed or altered in some form?"

"Changed? After they have already gained their mark? Now that is strange. I would recommend you start with the historical section first. They had some interesting experiments in the medieval era, in the times before Celestia, where they would maim or remove the cutie marks of convicts to see what would happen. I think in one case they switched them between two ponies and-"

"That is great and all," Strong Bones interrupted before any gory details were shared, "but if you could just point me in the right direction?"

"Oh! Of course, just let me pull out the catalog."

"How do you remember all the stuff like that anyways," Strong Bones asked as the pony wrote down her information.

"Why, I have photographic memory," the librarian explained after putting down the quill, "I remember every book I read. This should help you with your search. And if you could write out what has happened to your patient, I would be most intrigued! There is surprisingly little we actually know about cutie marks, even at this day and age."

"I'll try," she said with a frown, before walking off to the shelves. She had a feeling that what she was looking for was not going to be as easy to find as she was hoping for.


	10. Chapter 10: A Moment on Cutie Marks

**AN: So we took a long weekend from work, and with the help of my assistant, Corporal PancakeBatter, we are edited up to this chapter. Oh, and we adopted a second cat. Not that it matters. I just like to brag.  
**

**As per usual, I do not own My Little Pony.**

* * *

Chapter 10: A Moment on Cutie Marks

* * *

Doctor Strong Bones was ready to scream. She had poured through too many books to count at this point. And still, nothing!

The books on how a cutie mark appeared held little useful information. Something about "finding the inner self," and "the power of inner magic inherent in every pony." Funny, last she checked, only unicorns or alicorns had any real power over magic. The rest sounded too mystical for her to really find of any use.

Others talked about illnesses like the cutie pox or rare cases where a disease would alter the colors of cutie marks. It usually was the sign of extreme sickness that could be fatal, such as brain tumors or strokes. One author took the mystical root again and called it the disconnect between the inner spiritual destiny and the pony's mental self. It made her want to pull out her mane! Couldn't they just stick to science and medicine already?

Then there were the books that went into the medical investigations on cutie marks. As much as she hated herself for it, she did find and read the article on the switched cutie marks. Oddly enough the cutie marks would not stay and morphed back into the host's original mark. At least, in the cases where the flesh was accepted...and the host lived. She still shuddered at the thought of such experiments that were conducted on helpless ponies.

Another talked about cases of amputations or disfiguration of the flank where the mark would appear. In these cases the cutie mark usually moved itself. In one case a small filly was caught in a burning building. The burns to her body has been so bad, that they permanently scarred her flank. Yet one day, her cutie mark simply appeared further up her figure on a healthy portion of her hide.

Yet as much as she searched none talked about a changing cutie mark!

Strong Bones wanted to give up. She really did. But the look on poor Fluttershy's face as she talked about this destiny that was not for her, not to mention this unspoken threat she felt from Discord, made her open the next book.

"Ah, _Medical Records of the Pre-Classical Era_. Sounds simply amazing," she muttered to herself.

* * *

Pinkie Pie looked out over the forest with a pocket telescope with so much enthusiasm, Twilight honestly thought that the basket was going to tip over.

"Really, Pinkie," Rarity chided, "Must you really bounce back and forth so much?"

Pinkie swiveled around, her magnified eye looking like it could practically touch Rarity's own eye as she looked back at the fashion pony, "Well how else am I supposed to keep an eye on the entire forest?!"

"If you could do so with less bouncing, maybe?" Twilight asked, holding on to the basket that swung back and forth over the forest.

"Fine," she huffed, sitting herself at the front end of the basket.

"Don't worry, Pinkie," Rainbow's voice came from above the balloon, "I'll help you keep a lookout!"

"Thanks Rainbow!" she called out, waving as the pegasus.

Looking at Twilight, Rainbow glided herself down so she could speak with her.

"So...what are we looking for exactly?" Rainbow asked.

"Well, anything I guess," Twilight replied, "You remember how the balloon looked, right?"

Rainbow nodded.

"Look for anything that matches that! Anything that looks damaged or maybe lived in."

"I'll see what I can do," Rainbow flew off into the distance, far faster than their balloon could take them.

The four ponies left in the balloon looked out over the forest, trying to spot any signs of their missing friend.

"Whoa!" Applejack's voice made all the others turn around. Within the chest that held all the elements of harmony, Fluttershy's necklace began to glow.

"What does it mean," Rarity asked, scared to touch it.

"I...I don't know," Twilight honestly spoke. Could Fluttershy be solving this by herself? Was the spell only temporary?

But seconds later, the light faded away.

"Do ya' think Fluttershy's returned to normal on her own?" Applejack voiced the question they were all wondering.

Twilight studied the necklace with a frown, "No. I don't think so."

Tapping the face of the necklace, she motioned to the others in the basket, "It's still not the right color of gem. Your's all returned to their regular colors after your memories were regained."

"So...what just happened?" Pinkie asked.

"I really have no idea." Twilight sighed and the group descended into silence once more.

"Hey! Guys!" Rainbow's voice broke the silence for those in the balloon.

"Rainbow!" Pinkie cried out, "You won't believe what happened! Fluttershy's necklace went all glowy and we were all like, "WOW!" but Twilight thinks-"

"Not now Pinkie," Rainbow practically shouted in a serious voice.

"What is it?" Applejack asked, seeing the nervous energy the pegasus was practically emitting.

"I think I found the balloon." Rainbow stated.

"Think?" Twilight repeated, "What do you mean by think?"

"I'll show you," Rainbow said, grabbing some of the ropes around the basket to guide them there.

* * *

Just as Discord has promised, they began to make a cake later that afternoon, after she had time to rest or at the very least be left alone for a bit. He still wouldn't let her out of bed, but at least he was giving her something to actually do rather than sit around.

In the end, while Fluttershy wanted the cake to simply be a basic, if not thoroughly decorated, chocolate cake, he kept insisting on adding various surprises to it on every level. After a bit, they agreed that he could decorate the top tier the way he wanted, so long as he left the bottom tier to her.

"Are you sure about this, Discord?" Fluttershy asked.

"Completely," Discord said, "Now do not move."

A snap of his fingers and the sun began to shine upon her mane where chocolate chips had been scattered from a popped bag. Instead of melting, they began to bloom into flowers of various types. Roses, pansies and lilies scattered across her hair, all still chocolate in their makeup, but flowers nonetheless.

Discord immediately plucked a flower from her mane, before getting a sniff of the flower.

"Ah, almost as pretty as you," he said with a smile.

Fluttershy's face turned beet red as she looked away.

"You really are too easy to make blush," Discord laughed before using his magic to remove all the chocolate blossoms and place them on the cake, "How does that look?"

Glancing at the cake, she saw a marvel as the white buttercream covered the chocolate cake, with icing trimming it in golden and copper hues. The chocolate blossoms were placed across newly made vines, making the cake a masterpiece.

"It's beautiful," she replied honestly.

"To the fridge then?" Discord asked, "I believe you were saying something about a party for the good doctor?"

"Y-yes," Fluttershy nodded, almost forgetting her strange episode from earlier, "That would be perfect. Perhaps we can invite some of those foals you were playing with earlier?"

"Perhaps," Discord said, "But we might have to move the party location then. Wouldn't want to look like we were trying to foal-nap them now, would we? Though I think the doctor already thinks that of me…."

"Of course not," Fluttershy looked horrified at the thought, "We'll move this cake to where ever we need it to be! And Doctor Strong Bones just doesn't know you well enough yet. You really are a sweetheart."

Discord blushed lightly and nodded. Grabbing the cake with one arm, he maneuvered himself to the doorway that opened to reveal a winter wonderland.

"Hey!" Discord yelled out at a second Discord who was ice skating across a pond, "Anyone there?"

"You again?" the second Discord cried out, "What do you want this time? I thought you only wanted breakfast!"

"Put this in there, will ya'" Discord yelled at him, "And if you drop it, I will...I don't know...lock you away in the dungeon for a century or two!"

"Yeah, yeah," the second Discord skated over and got the floating cake.

"Why did I even hire that guy?" Discord questioned aloud.

Fluttershy giggled.

"Now what, she-who-has-hair-that-makes-flowers-grow?" Discord asked, floating lazily over.

Fluttershy squeaked as her bed and other furniture in the room began to float slowly as well.

"Well..um…" Fluttershy mumbled to herself, "I don't know. Did you have something in mind?"

"I have an idea," Discord said with a smile making all the floating cease and the furniture fall back to the floor with a soft thud, "Thought it up during your little nap!"

Hovering over next to Fluttershy, he leaned in close, taking no notice of the furniture that had been levitating not moments before, "Perhaps if you cannot remember how the past was, I can help remind you of it!"

"Remind me?" Fluttershy repeated slowly, uncertainty dripping off of every word.

"Yes!" Discord exclaimed with glee, "I will try _my _magic on your cutie mark! Perhaps that will change it back to normal!"

"M-magic…" she asked nervously.

"Sure! It is only a snap away!"

Yet Fluttershy only stared at him in uncertainty.

"Ugh," he sighed, throwing his arms into the air, "I thought we already got past this whole untrustworthy thing! Do I need to do the whole promise cupcake again?"

"I-I trust you," Fluttershy quickly tried to placate him, "I just...I don't know. Magic makes me...nervous."

"Ugh," Discord landed next to her bed and summoned a plate of cupcakes to his side, "Here we go. Cross m-"

"No-no!" Fluttershy stopped him, "I'll do it! Just...just do it fast."

"There's the adventurous spirit!"

Discord happily floated over to Fluttershy, tossing the cupcakes over his shoulder where they exploded in the background. A quick snap and Fluttershy's cutie mark disappeared under a small cloud of smoke. Both Discord and Fluttershy stared in hope and expectation, only for the smoke to clear and the balloons to remain.

Discord dropped to his knees and shouted to the sky in despair.

"It's alright. You tried your best, Discord." Fluttershy tried to reassure him with a pat on his shoulder, though deep down she was slightly relieved that nothing happened.

"I have not yet begun to try, dear Fluttershy!" Discord exclaimed as he jumped back to his feet. She could only watch as he began to pace around the room, deep in thought.

"Of course!" he finally exclaimed, making Fluttershy jump, "That was so silly of me! I must say though, I must be a genius."

"Genius?" Fluttershy whispered, fearful of whatever "genius" idea Discord may have come up with.

"It's all too simple, really," Discord stated more to himself than to anyone else. Reaching out behind Fluttershy's head, he removed a small white bunny that he handed to Fluttershy.

"A...bunny?" Fluttershy asked in confusion, looking at the creature being offered to her.

"Why, yes?" Discord smiled, "Don't you like it? Don't you just want to pinch its little cheeks."

As Discord began to pinch the small rabbits face the rabbit began to squeak in protest.

"Now, now," Fluttershy intervened, grabbing the bunny from Discord, "I don't think he likes that very much."

"Oh really," Discord questioned, smiling as he watched his plan come together.

"Yes, really," Fluttershy declared, giving him a disapproving glance before focusing on the bunny in her hoofs, "Now do you?"

The bunny responded with various squeaks, pantomiming his frustration at the Chaos Lord.

"Is...is that so?" Fluttershy asked nervously, "Well then, we will just have to make sure that he doesn't do that again. Would you happen to like a snack while you...recover?"

The bunny nodded in excitement, his excited squeals echoing across the room.

"It's so strange," Fluttershy whispered, the air around her began to glow, "It's almost as if I...I knew what he's saying. It's like...like this is what I was supposed to be doing…."

Discord watched in awe as she levitated slightly from the bed, glowing a light yellow. He knew he could do it! He simply was too smart!

"But that can't be right," Fluttershy said sadly, the glow immediately began to fade.

"What?" Discord exclaimed, "It is completely right! Why would you think otherwise?"

"My destiny lies elsewhere," Fluttershy mumbled, "My cutie mark shows that. Even if it feels right, it is simply not meant to be."

"No. No!" Discord whined as the glow completely vanished from Fluttershy, "But what if it is what you were meant to do!"

"Maybe you're right," Fluttershy said after a minute of silence, "Maybe I was meant to be…"

Discord leaned in close as Fluttershy paused.

"A magician!" Fluttershy exclaimed, holding out the bunny, "I could work on pulling a rabbit out of a hat! Wouldn't that be great, Mr. Bunny? We could make so many laughs that way!"

As Fluttershy began to have a one sided conversation with the rabbit, Discord sighed and sat down, instantly making his throne appear to sit in. Well, his ideas were used up. Perhaps Doctor Strong Bones had found something that would work better.

* * *

Twilight sifted through the wreckage of the balloon with a frown on her face. She had hoped that there was some clue as to where Fluttershy had vanished to, but this was not promising.

She stomped on one of the broken branch from the tree above in frustration. She had known not to get her hopes up after what Princess Luna had written her, but still when Rainbow Dash came back with news, she had let herself hope. And now she was paying the price.

"Twilight," Rarity voice scolded her, "Look what you are doing to your hooves!"

Twilight huffed. Now was not a time to be worrying about her hoofs! Her friend was out there, alone, hurt, confused, and there was nothing she could do about it!

"Don't worry," Pinkie Pie's face came into view, not even a full foot from her face, "I'm sure that Rainbow Dash and Applejack will be back with some news!"

The sounds of galloping across the ground made them look up.

Pinkie smiled ecstatically, "And there they are now! Hi Rainbow Dash! Hi Applejack!"

"Did you find anything?" Twilight asked.

"Not much," Applejack huffed, catching her breath.

"We found some clearing with a doctor's office and a tea party set up in it," Rainbow said in confusion.

"Her tracks went there," Applejack provided, "And so do a set of Timberwolves. But only the Timberwolves leave."

"We looked everywhere!" Rainbow exclaimed, "But there was no sign of her!"

Twilight frowned. Could Fluttershy have been taken away by those wolves? What else could have found her? This forest was filled with so many strange and unexplained things, was it really too much to think something else had found and taken Fluttershy away?

"Darling," Rarity's voice finally found it's way into Twilight's mind, "What do you think we should do now?"

"Do?" Twilight asked in annoyance, turning around she used her magic to spread light on the forest floor, "We keep searching. Maybe we missed something. There has to be some clue as to where-"

"Twilight," Applejack halted her ramblings, "We looked. There was nothing."

"Yeah, but you weren't using magic!" Twilight urged, "If we can keep looking-"

Applejack growled out, "Can you not see that we tried?"

Twilight turned around, her eyes threatening to spill tears.

"Sugarcube," Applejack sighed, moving closer to give her friend a hug, "We all miss her too. Listen, we have a location now! How about we contact Celestia and we bring in the guards to check the forest."

"I do think that they would be better equipped to handle the mud and, ugh, dirt," Rarity tip-toed around a puddle.

"I...I suppose you are right," Twilight sighed.

"Right?!" Rainbow cried out, "No! Twilight! We need to keep going! Just because these guys don't want to get dirty doesn't mean we should leave."

"Rainbow!" Applejack yelled at the pegasus, "Stop that!"

"Stop what? Searching for my _friend_? Or did you guys forget what it means to be a friend!"

"No!" Applejack glared, "We didn't forget! But you are hurting your other friends with that bullheaded attitude of yours! Can't ya' see? We are all tired and scared and nervous! We want to see Fluttershy come home! But it is getting dark, and we all know what sort of creatures roam the darkness of the Everfree Forest!"

"But…" Rainbow looked taken aback, tears forming in her eyes.

"No! No but's!" Applejack continued on, "You are not doing us any good at this rate! I know the two of ya' are good friends, but we are all her friends as well!"

Rainbow Dash looked at the earth pony in shock. She honestly had no comeback to her argument.

Applejack studied Rainbow before sighing, "When was the last time ya' slept? Or ate for that matter?"

Rainbow Dash landed softly on the ground, refusing to look at the group as tears began to fall freely. She was tired and scared. And while she didn't want to admit it, she had not had a meal since the day before yesterday. Curse Applejack for knowing her too well.

"It's going to be ok, Rainbow," Twilight said, giving her a hug, "We'll head back, give Celestia a letter through Spike, and go again in the morning!"

Rainbow Dash looked up, and saw the determined looks on all her friends faces, before she gave them a half-hearted smile.

"Yeah."

* * *

"Did you find anything?"

Doctor Strong Bones jumped at the voice behind her. Turning she found Discord standing behind her, looking upset.

"Actually, I might have," Strong Bones said, pulling out the book from the library, "I found this book that may have some clues. Can we talk as we go to check on my patient?"

"_Your_ patient?" Discord asked with a raised eyebrow as he grabbed the book.

"Yes," she glared at him, "_My_ patient. Or did you not want me as her doctor anymore?"

"Of course not," Discord may act the part of the fool, but a fool he was not. Opening the door to his stairway, he stepped out of the way and let the doctor through. Following her through, he closed the door on the now empty office.

"So what am I looking at," Discord asked, studying the text upside down.

"Maybe if you read it right side up…" Strong Bones resisted the urge to righten the book for him.

He only smiled down at her. It was too easy to get under these silly ponies skins.

"It is a text on medical records. It goes over the strange cases from the past. It went into so many different scenarios! It was quite interes-"

Discord waved her on, "Can we get on with it?"

With a roll of her eyes she continued, "In one section it told of a group that may have suffered from a magical amnesia or memory rewrite."

Discord opened a door ahead with a soft snap, following the doctor through.

"And this has to do with Fluttershy...how?"

"At first glance, nothing," Strong Bones admitted, "But it is when you read through the witness accounts that it gets interesting. One of their acquaintances kept saying something was wrong. Something about a spell and destinies being switched. Nopony really listened at the time, but it sounded similar enough for me to keep looking into it.

"They were sent to a hospital to be inspected," she continued, "They found nothing truly wrong with the group physically, but none of the ponies could do what their cutie marks depicted. It was as if they lost the ability to do so.

"Their friend kept insisting that it was magic, and tried to prove it to the group, but nopony ever remembered them being anything other than the way they were at the time. In the end the doctors decided that it had to be a spell that messed with their memories."

"And?" Discord now floated closer, holding on to every word, "What happened to the group?"

"Well…" Strongbones paused, nervous to continue. They were standing right outside Fluttershy's door and she didn't really want her to hear it.

"Well what?"

"It didn't end too well…."

"What do you mean by end too well?"

Studying the area, she weighed the risk of telling him, and having Fluttershy overhear, or not saying anything at all. At Discord's impatient huff, she finally gave in.

"All the ponies involved suffered from a severe depression," Strong Bones said softly to Discord, "While some were able to move on with their lives, some got lost in this...I don't know. The book called it an insanity of the mind, but they had to be locked away for their own safety. They barely ate or slept or did anything except that which pertained to their cutie marks. All they seemed to focus on was their cutie marks. Those few that could not work with it...they died."

Discord sank down so that he was once more standing on the ground, his face holding that of worry, "Really?"

Silence answered him.

"Now what?" he asked.

"Well, I talked with the librarian to try and get some more information, but our library didn't have anything on it. So, since this was magic based, I was recommended to the magic library in Canterlot to-"

"Canterlot!" Discord exclaimed, stepping between her and the door to the room, "Tell me you didn't!"

"Didn't what?" Strong Bones asked confused.

"Didn't contact them!" Discord shouted.

"Of course I did!" she looked offended, "They might have information on this spell that could give us a counter or cure for what is affecting Fluttershy! Why would Canterlot be a problem?"

"Canterlot is the home of the princesses," Discord huffed, "If they find out about Fluttershy, they may take her away! What if they take her to experiment on? What if they take her back to Ponyville and never allow me to visit!"

"The Princesses have always been kind, I'm sure they would do nothing of the sort."

Discord rolled his eyes, "Yeah. So that's why I was turned to stone for over a hundred years."

"What?!"

"Nevermind." Discord growled, "Just know this. I hold you responsible for Fluttershy's wellbeing. She has done so much for me, I don't want to see her get hurt."

Discord opened the door before the doctor had a chance to respond. Giving him a scared glance, she entered the room to look over her patient. Fluttershy meanwhile seemed blissfully unaware of the conversation they just had outside the door, or was at least doing a great job of pretending to not have heard it.

After checking over the wrappings, and a quick x-ray of the worrisome areas, Strong Bones was finally able to let out a sigh of relief. At least on one front she didn't have to worry about the draconequus' wraith.

"You seem to be doing well," she said with a smile, "And it seems that concussion I was worried about isn't going to be a problem."

"That is wonderful," Fluttershy said with a smile, before yawning deeply, "Oh my. Sorry. It is getting late, isn't it?"

"Perfectly alright," Strong Bones turned to look at Discord, "Perhaps it is best we left and let her rest?"

Discord nodded at the doctor, "I'll be back soon if you need anything Fluttershy!"

"Of course," she smiled up at him, "Good night doctor! Thank you for all your help!"

Discord and the doctor walked through the stairwell again in silence. Upon returning to the office, Strong Bones turned and looked at Discord.

"What did she do?"

At Discord's questioning gaze, she clarified, "What did Fluttershy do to get you to care for her this much?"

"She...she helped me." Discord whispered, "I don't want to go back to the way it was before. Spreading chaos is fun, but it was always lacking a certain...je ne sais quoi. But when Fluttershy befriended me…."

Discord turned to look at her, "That small little pony is perhaps my only friend. If she gets hurt, I will not stop in using my power to make your life miserable."

Strong Bones nodded, her eyes wide in fear.

"I am glad we have an understanding. Now if you do not mind."

With that, Discord stepped back into the shadows and disappeared from the hospital. Strong Bones released a breath that she didn't even realize she was holding. Why did she feel like she was in over her head?


	11. Chapter 11: Back to the Beginning

**AN: Thank you for all of your reviews!**

**To FlamingFoxNinja-love the idea of Fluttershy explaining how she sees the world and explaining it to Discord, but we are taking a different approach here.**

**And to the Random Fan-Fluttershy doesn't have much right now for exactly the reason you said, she is in bed and there isn't much else to say. I try to incorporate her view point when I can, but right now she doesn't really have much that needs to be elaborated on. She has more solos in the upcoming chapters.**

**I'll be honest when I say this chapter is more to set up the next chapter, which I should have up in the next day or so.**

**As per usual-I don't own My Little Pony and never claimed to.**

* * *

Chapter 11: Back to the Beginning

* * *

"So, what did ya find sugarcube?"

"Not much, AJ," Twilight provided with a sigh.

"What did it do?" Pinkie jumped over to look at the set up in front of the unicorn. Books lay scattered and opened around the room, with candles providing an eerie glow to the place. A bowl filled with water lay in the middle of a strange formation.

"It was supposed to help me see," Twilight explained.

"Well you can already do that, silly," Pinkie Pie frowned, "So why are you looking at yourself in a mirror? I thought you were looking for Fluttershy!"

"It was my idea," Rarity stated happily, "I finally found the scurrying spell in a book and Spikey and I convinced Twilight to give it a try since our little balloon trip didn't...well, you know…."

"It's called a scrying spell, Rarity," Twilight said softly, still upset that their trip to the woods had left them with nothing concrete on the whereabouts of Fluttershy, "I was trying to use a scrying technique to find Fluttershy. It was supposed to let me _see_ things I am looking for, or the future, or...whatever. It was never very clear."

"Did you find anything? It seems like a waste of time to me," Rainbow floated above the group, too anxious to stay still for more than a few minutes at a time.

Twilight sighed, "Well, if it was supposed to show me anything, I really don't see it. All I keep _seeing_ is clouds and smoke and dark shapes."

"Think it means anything?" Applejack asked.

"Not really. I think it is just reflecting the ceiling to tell the truth. Not even the mirror worked like it should! I keep seeing what seems like wings on my back, but that makes no sense at all. Most likely my mind was playing tricks on me. Don't know why I even thought it might work."

"Well, I appreciate it all the same," Rarity offered, feeling a bit down that her idea hadn't worked, "I guess sometimes doing something, even if it is pointless, is better than standing around and doing nothing."

Twilight gave her a half smile, before she frowned again, "I just wish the Princesses would contact me with something."

"Then how about we wait til mornin' then and pick up the trail again tomorrow?" Applejack suggested.

"Wait!" Rainbow yelled, "_Anything_ could happen by then! We can't wait on this! I mean, think about what would happen if we _waited_ to go after Nightmare Moon! Or-or Discord! Or to help the Crystal Ponies and Princess Cadence! What would've happened then?!"

"Now, now, Rainbow," Applejack frowned, trying to defend herself, "There is no use in sitting here thinking on what-if's and could-have-beens! What happened, happened! But we are getting nowhere just staying up all night and working ourselves up over this. Anyways, I thought we already talked about this need-to-sleep thing."

"I agree," Rarity added, "Some sleep will allow us to clear our minds and prepare for whatever is ahead."

"And it will allow time for Luna and Celestia to find something," Twilight said halfheartedly, as if testing the waters on the whole idea of sleep versus staying up.

"And time for me to get the town ready for a welcome back party for when Fluttershy returns!" Pinkie smiled.

"Maybe a quick nap," Rainbow conceded, "But then we are back to searching!"

Twilight looked around the group with a small smile. Of course none of them would give up so easily as with a lost trail in the forest.

"Then we should probably get some sleep then," Twilight said, "We'll meet up tomorrow, around 8?"

"Sounds like a plan!" Applejack smiled sadly.

Slowly all the other ponies left the treehouse, leaving Twilight alone. While rest sounded like a good idea, she just couldn't stop now.

With a sigh, she picked up another book and began to look over it. Maybe she just hadn't found the right spell yet.

* * *

Fluttershy stood upon a stage. The deep red curtains sat closed before her, keeping her away from the crowd of judging eyes. Somehow she knew that once those curtains opened, she would have to recite her lines, but she had only been chosen for the part today! She did not have the time to memorize that much! She couldn't do this. How could she possibly be expected to act for this crowd?

As she went to leave the stage, the curtains opened, revealing the audience beyond. Their waiting eyes showing a longing and a hunger that made her insides just turn to ice. She had to keep them entertained, or else.

_Or else what?_ she asked herself, but she could not find an answer. She couldn't explain it, she just knew.

With a deep breath, Fluttershy went to speak, but found she had no voice. She tried again, and only managed a squeak. Her eyes began to sting as she kept trying to speak, but no sound was uttered. The audience, meanwhile, began to mumble in discontent.

Fluttershy trembled as she looked at the whole group with their judging eyes. She couldn't do this! She could not speak! She did not know the lines! She did not want...this! She had to go, had to run, had to hide. The stage was no place for her, she had to get away! But when she tried to leave the stage, she found chains around her legs keeping her from moving, her wings felt heavy and unmoving on her back. She was trapped!

Fluttershy struggled against the locks, only to hear the crowd growing more and more dissatisfied. Their angry gazes turning evil as their eyes began to glow, their voices shouting in discontent as she fought against the chains on her legs.

Looking up for a minute, she saw the crowd had now transformed from a collection of shadowy figures that had morphed together into a large mass. The individuals had grown into each other, only their red glowing eyes remaining behind to stare and glare at her as she tried to escape.

Fluttershy gasped in fear as she watched the creature loom up above her, tears streaming down her face as she fought against the heavy weight on her hooves.

"Fluttershy!" Came a distant cry, and suddenly Fluttershy found that the manacles around her hooves were gone. Looking up to spot the voice, she thought she saw the distant shape of a winged unicorn, but couldn't make it out before the crowd creature began to start pulling itself up onto the stage.

Fluttershy felt her heart beat rapidly. Leaping into the sky, she went to fly away. She had made it a dozen feet into the air, when she felt something catch her foot. Looking down, she saw Discord standing there on the stage with a sad expression.

"Please," he said, "Don't leave me. I don't want to be alone! Please don't leave!"

Fluttershy began to kick and squirm to try and escape, but his grip held true, keeping her stuck upon the stage. The crowd loomed up above them like a tidal wave at it's peak.

Fluttershy screamed as the monster began to envelope her and Discord upon the stage.

As the world turned black, she heard the voice again calling her name.

* * *

Fluttershy awoke with a fright, out of breath and wildly kicking around.

After a second, she got a look around the room, recognizing Discord's cottage. Taking a deep breath, she calmed herself, only for the door to the room to be slammed open. Fluttershy let loose a squeak and almost fell out of bed.

"Fluttershy! Are you alright!" Discord called out, wearing his pink robe and hair curlers, his sleep mask still attached.

"D-discord?" she asked, pulling herself up to see, "I-I'm fine. Thank you!'

"That's good," Discord began with a sigh. Snapping his fingers, the sleeping mask and robe disappeared, his hair elongating as the curlers removed themselves. His now long and fabulous hair flowing in a non-existent wind in the house.

Fluttershy gaped at him, thinking of how some of her friends would kill for hair like that.

"What? Do you not like?" Discord asked, flipping his hair around.

"N-n-no! Of course not!" Fluttershy said, blushing and looking away, "It looks quite good on you."

"So it does," Discord stated, looking at his new hairstyle in a mirror, "But, alas, I do believe that it distracts from our current matter at hand."

And with that, the luscious locks vanished from his head, returning to the usual mane that he had. Somehow Fluttershy found herself disappointed in their disappearance.

"Now, I must apologize for returning so late, my dear, but I had to talk to the good doctor over your current cutie mark issue," Discord stated matter of factly.

"Not the children?" she asked, slightly surprised.

"Maybe a few minutes with the children," Discord refused to meet her gaze. Somehow she was certain that it was more than a few minutes.

"But back to the matter at hand!" he called out, grabbing a stack of papers from nowhere, and creating a desk to sit at beside her bed. Twisting around in the chair, Discord spun away, only to spin back in a suit and glasses, like some sort of business pony from Manehattan.

"What we found," Discord continued, staring intently at her over his glasses, "Is that there may be a spell placed on you."

"A spell?" Fluttershy asked in confusion, "Why would anypony want to place a spell upon me? There's nothing special about me."

"Au contraire," he countered, "You have helped stop many evils around the realm! You and your friends have defeated many that desire to bring pain or suffering to the ponyfolk, myself included! It would only make sense that someone would come after you or your friends at some point in time."

"But that was my friends, mainly," she muttered, looking down at the blanket, "I never did much. Don't get me wrong, I am glad that they were willing to take me along. We had a lot of fun! I mean, that party cannon sure came in handy, but I was never that much of a help to them…"

"Really, Fluttershy?" his eyes staring at her in disbelief, "You, who calmed the wild beasts and dragons to protect your friends? You who wields the Element of Kindness?"

A sudden flag of Equestria unrolled on the wall behind Discord, as he stood up, taking off his glasses with a serious expression on his face, saluting with tears in his eyes and small fireworks in the background, "YOU! Who transformed a demented _soul _such as myself into a good, law abiding citizen?"

"I suppose-"

"Suppose nothing! You are an essential part of the equation, and your group of friends would be nowhere without you!"

Fluttershy stared at Discord in awe. No one had ever really spoken so highly of her before.

"I-I guess...you are right," Fluttershy blushed, staring at the blankets to avoid making eye contact.

"Of course I'm right," Discord's voice even sounded like it was smirking, "But we are distracting ourselves again! We believe that a spell has been placed upon you by some unknown force!"

"So...what does that mean," she asked.

"It means we must find the counter-curse or spell or whatever," Discord rolled his eyes.

"_What_? Like...like some sort of old ponytale kiss from a prince or lord?" Fluttershy squeaked out, using her hair to hide her blush.

Discord's eyes widened as he backed up, effectively making his illusion of business office and suit disappear.

"Well," he said, blushing and staring at the ceiling, refusing to look at her, "I-I suppose if all else fails...perhaps we could try that."

"Wha-? Oh!" Fluttershy gasped out, realising what he was saying, "N-no! W-we don't need to d-do that! I-I was just asking! I-I mean...I wasn't thinking w-with you or anything! O-or...what I meant was...oh my!"

"That is just fine, dear! I wouldn't want to force you into something like that! Just a misunderstanding is all!" Discord laughed, a large smile upon his face. But deep down he felt slightly disappointed that she wouldn't want to kiss him...though he wasn't completely sure why….

Fluttershy gave an embarrassed smile up at him, hiding behind her hair again. It only made him feel even more confused.

"A-anyways!" Discord exclaimed, trying to get away from the awkward topic and ignore all the strange feelings going through the pit of his stomach; had to be the burrito from last night! Perhaps less chocolate sauce…

"I had an idea of trying to trace the spell back to its owner! At least, if you recognize the cutie mark we might be able to find out their agenda."

"Al-alright," Fluttershy said cautiously coming out from behind her hair, "What do we need to do?"

"Sit still," Discord moved towards her.

Fluttershy stood stockstill as he got down to her eye level and a few feet in front of her face. She blushed and closed her eyes as he began to reach for her head. Only to gasp a bit when she felt him remove a hair from her mane. Opening her eyes, she watched as Discord slurped up the hair like a spaghetti noodle.

"Hmm...tastes perfumey...like wild flowers," Discord muttered before he had a large belch that reminded Fluttershy of Spike whenever he received a letter from Celestia. The flames and smoke from the burp began to roll in circles, before a mark appeared, glowing in the air above them.

They both stared in silence, unable to fully comprehend what they were seeing.

Fluttershy broke the silence first, whispering in a nervous voice, "That looks alot like Twilight's cutie mark…"

Fluttershy looked over her shoulder at Discord, to see him sitting as still as a statue, a look of pure rage slowly forming upon his face.

"D-...Discord?"

Yet he only sat there in silence, his body slowly changing to red from the feet up.

Fluttershy nearly jumped out of her skin when he stood abruptly and disappeared with a loud crack. She could only look at the spot he once occupied in confusion, her mind whirling about in the consequences of what they had just discovered as the light from the floating mark in the air above her faded.

* * *

"What is this nonsense!"

"Well write her back and tell her no such spell exists!"

Voices drifted from the library into the halls around Canterlot Palace.

"Something wrong, Librarian?"

The group of ponies gathered in the library froze as the voice of Princess Celestia came from behind them.

"Why, nothing at all your Highness," he squeaked, as he turned to face her, "Just going through the mail! Some doctor over in Manehattan is asking about diseases or spells that affect cutie marks!"

"What?" Celestia asked.

"I know, I know!" the librarian stated, mistaking her interest as disbelief, "The library at her hospital would give her full knowledge of diseases, but a spell! I was getting ready to have a letter written to her to inform her that no such spell exists! Such a silly idea-"

"No," Celestia interrupted him, "Such a spell does exist."

"W-wha?" the librarian asked dumbfounded, the rest of the group disbanding at Celestia's look, "B-but how did I not know! I am a librarian in the Royal Canterlot Libraries of Magic! How is it that _I _do not know of such a spell."

"It is quite simple really," Celestia interrupted his rant, "It is kept secret so that it cannot fall into the wrong hands."

With that, Celestia walked past him towards the letter in question, "Interesting. I was thinking something would turn up at some point, but in Manehattan..."

"You," she continued, looking at the librarian who gulped in fear, "While I do not believe in harsh punishments, it would be for the best that you and your fellow librarians do not go spreading this news around. I do not like to openly cause my subjects pain or harm."

"I-I understand your Majesty," he stuttered out, bowing and backing away as fast as he could.

Celestia smiled softly at his retreating form. She didn't fully mean it…

"Make my carriage ready at once," Celestia ordered as she turned to one of the nearby guards, "I have a trip to make."


	12. Chapter 12: Law and Discord

**AN: I know, I just posted a chapter yesterday, but I can't help it. This was one of my favorite chapters to write! I had a lot of fun rewatching episodes in preparation.  
**

**Oh, and I realized I didn't answer a question on one of the reviews. This is my first full story I have ever written. About 10-15 years back I diddled with some short stories for Bionicle, but outside of that, I haven't really made fanfictions before.**

**I have just seriously been working on this story for over a year. I was not kidding around when I said I had been working on this story for a while. I can't even begin to count the edits and rewriting I have done on just about every chapter of this story.  
**

**On that note, I don't own My Little Pony.**

* * *

Chapter 12: Law and Discord

* * *

Fluttershy sat in the bed, unable to move. Her mind still unable to wrap it's thoughts around the idea that Twilight Sparkle would do such a thing to her.

Why would one of her best friends cast a spell on her without her permission? Was this some sort of experiment? Was she trying to get rid of her? What was her real cutie mark?

Or, maybe, this was this her real cutie mark. Her gut kept telling her so. Like some voice inside her head kept trying to convince her that spreading laughter and joy was her destiny. It was fate, written in stone, as plain as day upon her flank! Perhaps the whole spell thing was a fluke and Discord had simply messed up?

But then why was she so miserable all the time when she tried to make ponies laugh? Sure, she made Discord laugh on occasion, but it wasn't intentional! He kept making these comments on how she was too cute or how she was simply too interesting a pony. Not that she was funny or entertaining!

Was this really her destiny?

She felt so lost.

What had Twilight done?

* * *

Discord growled as he approached the treehouse that Twilight Sparkle resided in.

He was currently disguised as a bunny, hopping through the whole of Ponyville unnoticed. Funny how last time he was here he made sure to make it known that he was the center of attention.

But his mind could not focus on that now. All he could think of was what these so called friends of Fluttershy had done to her! How dare they do something that hurt Fluttershy! Did they not care at all? Was all his observation and lessons in friendship just a lie? Was his friendship based all on deceit?

No!

He refused to think that his time with Fluttershy was all just a lie! Fluttershy was kindness made real! She was gentle and compassionate and loving and...and, well, Fluttershy cared! It had to be the rest of them who did not!

Coming up on the library, he transformed into a small bird and flew up to a window to see inside. There he saw the rest of the group sitting around, looking through books and laughing. It was as if they didn't even miss her! Like they immediately forgot about her!

_How...how dare they!_ Discord thought to himself, _If this is all their friendship means…! If this is it, then they do not deserve Fluttershy! I will be twice-NO!-ten times the friend they ever were! Fluttershy and I will be the closest friends! Forever!_

As Discord watched Twilight Sparkle laugh at something the pink one had said, he only saw red. He would make them regret ever doing this to Fluttershy.

* * *

Twilight Sparkle poured over texts and maps of the Everfree Forest. Their note had been successfully sent to Celestia, and now they simply awaited a reply. But even so, it didn't hurt to be prepared.

It was just then that Spike burped up a new letter from Canterlot.

"Twilight!" Spike said with excitement, "You need to read this!"

"Dear Twilight Sparkle," Twilight began reading before the group who were scattered around the library, "I have great news. We have a new lead on where Fluttershy may have gone. I am currently traveling to speak with a pony who might have some idea as to Fluttershy's location."

Twilight sighed in relief, this was the first bit of good news they had had in a bit. The other girls in the room smiled or cheered in excitement.

"On that note, my sister Luna managed to find Fluttershy in her dreams again last night. Although she was unable to make full contact with her, she says that outside of suffering from nightmares, she seems to be in good health.

"I have also sent the guards you asked for to search the forest where you have marked. As soon as I receive any word from them, I will let you know. Keep up the good work, and don't let go of hope! Princess Celestia!"

Twilight let loose a true smile for the first time in days. Looking around, she saw the relief and excitement on the rest of her friends faces as well.

"Do you know what that means?" Pinkie Pie hopped over to Twilight, "We can finally throw a Welcome Back Party for Fluttershy! We can even make that honey lavender cake she likes so much!"

Twilight could only laugh at Pinkie's antics. Of course that is all she would be thinking about right now.

Everything was finally going right! How could everything going so well go wrong now?

Suddenly the tree house began to shake, sending books and the ponies to the floor.

"Really," a very familiar voice boomed within the building, "You think _now_ is the time for _fun_? After all your supposed _friend_ has been through!"

"Was that _Discord_," Rainbow gasped out as she launched herself up from the floor.

"And who else would you expect to look after your _friend_," Discord stated as he materialized in front of the group, "I would have thought that you would be out looking for your friend, based on how you all go on about the "magic" of friendship. But instead I find you all here! Continuing on with your lives as though your friend was not in trouble or hurt!"

"Discord," Twilight shouted out, "What have you done to Fluttershy!"

"What have _I_ done! Oh, that is rich! Considering it was _you_ who cast the spell on her!" Discord glared, his menacing form looming over Twilight.

"What! How did you-?" Twilight asked in shock, her friends looking equally surprised, "I didn't mean to cast that spell on her! It was an accident!"

"Accident!" Discord laughed in disbelief, "Do you truly expect me to believe _that_!"

"She is telling the truth," Applejack said as she and the others ran over to Twilight to stand beside her, "We were all hit by the same spell! She has been making things right! She-"

"Right? _Right_! You call making your friend miserable and hurt making things _right_," Discord spat out.

"Hurt?" Twilight asked in fear.

"Yes! No thanks to you," he declared, "I have half a mind to remake Ponyville as I had it before! Perhaps with some new additions….I always wanted my own resort town….."

"What have you done to Fluttershy!" Rainbow Dash yelled as she flew up to his face with an intent to hit him.

"Please," Discord rolled his eyes, stepping out of the way at the last second, sending Rainbow careening over his shoulder.

"You'd better return Fluttershy if you know what's good for you!" Pinkie Pie declared, hopping up to the Lord of Chaos.

"Thoooouuugh," she stopped a few feet from him, "I wouldn't be too upset if you added a few more chocolate rain clouds across Ponyville. Especially if you added some whipped cream this time!"

Discord huffed, disgusted by the idea of giving any of these ponies a favor. The others seemed to share his idea, as they all scolded her for wanting to work with him.

"What!" Pinkie Pie defended herself, "It's chocolate rain!"

"Please," Twilight's voice broke through the group, bringing silence to the room, "I….I know I messed up. I didn't...I never meant to hurt any of my friends. I didn't even know what the spell would do!"

Twilight choked out a breath as tears began to flow down her face, "But I can make this right! Please! Bring Fluttershy back! Our friendship means too much to me for it to end like this!"

Discord studied her intently. This was not what he thought would happen when he came to confront them. He had expected a fight. Perhaps blatant uncaring from the group towards their friend. Not whatever this was. Not outright defensive actions from all parties involved and tears. Perhaps she really was repentant?

_No_, he thought to himself as his brain recalled how they were not minutes before. They weren't out looking for their friend. They were here, in their little club house, hiding away. He could not, he would not, send Fluttershy back to these uncaring, heartless creatures!

Only he could truly be Fluttershy's friend. He was the one who found her and cared for her and kept her happy and healing and safe! He was the only one who could! The rest of the world be damned!

"No," Discord said softly.

"W-what!" Twilight gasped in shock.

"No!" Discord declared loudly, eyes glowing dangerously as he stared down at them, "I do not believe that you will not hurt Fluttershy again. I think that it is best if she was kept far away from the lot of you for her own safety!"

"After everything-!" Rarity began, frustrated, "After everything we have done to find her! After all the faith Fluttershy put into you as a friend, you keep her away from us?! Her _true_ friends!"

"What do you want from us!" Rainbow growled out.

"What do we need to do to prove to you we want Fluttershy back more than anything!" Applejack cried.

"Who made you judge, jury, and executioner," Twilight yelled out with tears in her eyes.

"Oh! Marvelous idea, Twilight!" Discord declared. With a snap, the library turned into a courtroom, with Twilight and friends sitting at the defense table. Clones of Discord now sat at the prosecution's table, in the jury box, and even behind them, acting as audience. Up above them sat the original Discord at the judge's seat, complete with a gown and wig.

"Your honor," the Discord at the prosecution's table stated, "The group before you is guilty of failing their friend and every lesson of friendship they have ever said they have learned."

"Your evidence," the main Discord stated.

"Here your honor," the prosecution said, providing images of Fluttershy in her casts, her changed cutie mark, the destroyed balloon, a tea party with the timberwolves, and one of Discord in a pink bikini.

"Oops," the prosecution blushed, "How did that get in there!"

The group stared at the images in shock and fear, and slight disgust at the last image. Rarity kept mumbling something about needing bleach and eyes.

"I think I have seen enough here!" Judge Discord declared, the crowd of Discords in the back cheering at his decision.

"Wait!" Twilight called out ignoring the boo's the crowd was giving her, "Don't we even get a chance to defend ourselves."

"Fine," Discord said, rolling his eyes and waving his hand, "Defense may show their case."

Twilight turned to the others, "First I want us to prove our character by telling of our friendship with Fluttershy. Then we can look at everything we have done to get her back! There is no way he could deny our friendship then!"

"Why are we even bothering with playing his game," Rainbow growled out, "Remember the _last_ time we played by his rules!"

The others mumbled in agreement.

"I know, I know," Twilight pleaded, "But Discord holds all the cards here."

"Cards?" Pinkie Pie asked, "Will it be old maid? Or maybe a game of poker? I didn't realize courts could be so fun!"

"You know what I mean Pinkie," Twilight said, "We all know that Fluttershy was able to turn Discord good. Maybe we can reach out to that side of him if we play along and prove ourselves to him."

"Is the defense prepared to defend itself," Judge Discord called from above, "Or are you admitting to guilt right now?"

"We are ready, your...honor," Twilight stated, frowning at the official title she had to add to Discord's standing at the moment, "I would like to call Rarity and Pinkie Pie to the stand!"

The two looked at each other uncertainly before making their way to the stand.

"Do you two recall the time you helped Fluttershy to be more assertive and speak up for herself?" Twilight asked.

"Of course!" Pinkie Pie smiled while Rarity sighed a, "Yes."

"Can you explain what you were doing to help your friend?"

"Well," Rarity started for them, "The poor dear was letting herself be trampled all over. She couldn't even get a fair price on tomatoes."

"Mmhmm!" Pinkie agreed, "All the other ponies were being big jerks! But we were there to help her to be more than a doormat!"

"She took this...course," Rarity continued, "When she came back, she had changed. She was able to stand up for her poor self."

"We were both so pleased to see her do so," Pinkie said, adding after a pause, "Even though it went a bit too far. She was starting to act really mean."

"Yes, well," Rarity frowned, not really wanting to admit to that particular part, "It all worked out for the better in the end, right? She was able to learn how to assert herself and not let others take advantage of her."

"And Old Fluttershy came back to stay!" Pinkie cheered.

"If I may," Prosecuting Discord stepped forward, looking towards Twilight.

Twilight nodded and stepped away, sure of her friends and their actions.

"So let me understand this correctly," Discord began, pacing in front of the stand, "You went forth and found that your friend was not good enough the way she was, and went to change her."

"What!" came the cry of the various ponies.

"I do believe that...one minute," Discord pulled out a book from nowhere and began to flip through the pages, "Ah, yes….you kept calling her a "doormat" and a "push-over," forcing Fluttershy to change herself through Iron-Will's training course."

"Where did you learn that!" Twilight asked in shock.

Discord smirked down at the unicorn from his judges podium, "As part of Princess Celestia's training, I was to read over all your so called "lessons" in friendship. I must say, Twilight. You always provided the most _detailed_ descriptions of what happened."

Discord looked up and off into the distance as he fiddled with a small purple journal in his hands, "And perhaps a peak at the occasional diary…."

"WHAT!" Rarity cried out as her eyes went wide in horror at whose diary he was holding, "That! Is! _Private_! Give it back!"

The small purple covered diary disappeared in thin air while Rarity wailed and dropped death threats towards anything he may have revealed from said pages.

"Either which way," Discord continued from where he left off, "It seems to me that you, as so called friends, were trying to force your friend to change, rather than truly help her. Why else would she go so far as to practically transform into a new pony, than to impress her friends?"

"That's not fair!" Pinkie shouted up at Discord, "We didn't tell her to become a big meanie-mean angry-pants! We just wanted her to be treated fairly!"

"But did you guide her and help her over time?" he asked simply, "You could have worked with her at the market stalls once a week. Or perhaps found some books from you local bibliophile over there."

"A pony who loves bibs?" Pinkie asked in confusion.

"Pinkie," Twilight rolled her eyes, "Someone that loves books. But that's not important right now!"

Discord watched the exchange in amusement.

"What is your point Discord?" Twilight demanded.

"My point," he smirked, "Is that Fluttershy has been a better friend to you than you all have been to her. I don't believe you have one story that you can tell that shows otherwise."

"Fluttershy and I have been friends for years!" Rainbow Dash objected, "We have always been good friends to each other! I make sure to stand up for her, and look out for her! And she helps to cheer me on when it counts!"

"Like that time that you worked with Fluttershy to pick a pet!" Twilight encouraged, motioning for her to take the stand.

"Yeah!" Rainbow smiled as she flew up past the retreating Rarity and Pinkie Pie towards the stand.

Taking her seat she began, "I had finally decided that it was time for me to get a pet, like all my other friends. Fluttershy and I worked together to find the perfect pet for me!"

"Right," Discord said blandly, "More like you were using her knowledge to try and superficially choose a pet."

"Hey!" Rainbow yelled up at him, "That may have been the case at first, but I learned that it's what is on the inside that counts! Now Tank and I have great adventures!"

"Seems more like a personal lesson to me," Discord drawled, studying his nails.

"Fine! That might not be the best story, but there is the fact I helped her to earn her cutie mark," Rainbow smirked, "I defended her from those bullies! And I am part of the reason why she and all my other friends earned their cutie marks!"

"Yes," Discord stated sarcastically, "Letting your friend fall to their doom is a perfect way to show you friendship! Why didn't I think of that!"

"I've had just about enough of this!" Rainbow cried out in frustration, leaping into the air, "You wanna' fight!"

"ORDER! ORDER IN MY COURTROOM!" Judge Discord called out, hammering his gavel upon the desk and once upon Rainbow Dash's head.

"Rainbow!" Twilight scolded, her magic dragging the hotheaded pony back to their seats, "That's enough! Your temper isn't helping things."

Rainbow glared at Discord as she was levitated back into a seat, her eyes never leaving his face the whole time.

"Giving up so soon, Twilight," Discord taunted, "If even the mock-sister cannot tell a tale of true friendship, what do you really have left to share? Why not admit defeat and give up?"

"Never!" Twilight called out, "I will call myself to the stand to talk about the time we faced off against a dragon!"

Twilight Sparkle stomped up to the stand, ignoring Discords smug look.

"A dragon once threatened Ponyville with it's smoke. It had decided to rest on a nearby mountaintop and its snoring was causing massive waves of smoke that could threaten the livelihood of all the ponies in the town," Twilight explained, "I brought our group to go deal with the problem. Fluttershy came along and, with our help, was able to face some of her fears, such as heights and even dragons themselves! We helped her just as she helped us!"

"Sure, force your friend to face off against a dragon," his voice once more dripping with sarcasm, "That is a great way for you to be a friend."

Pulling his hands out from behind his back, he held a sock puppet of Twilight sparkle on one hand and a Fluttershy on the other.

"Hey friend," Discord poorly mimicked Twilight's voice, moving the respective puppet.

"Oh, yes Twilight Sparkle," the Fluttershy-puppet spoke in a very whispered voice.

"Let's go fight a dangerous, fire breathing dragon! I know you have fears of heights and dangerous creatures, but you are coming along anyways!" Twilight-puppet said.

"First," Twilight-puppet stated, "I will go in and fight it with logic!"

"Then when that fails," an arm with a Rarity-puppet appeared, "I will go to seduce the dragon, but fail due to all those diamonds and those meddling gems!"

"Oh, so true," Rarity gushed, remembering the cave and its treasures.

"And then!" Discord squeaked out, one more arm appearing with a puppet Pinkie Pie, "I will be completely random and throw a party! But will look awesome while doing it, if I must admit!"

"I thought so too," Pinkie Pie smiled at getting some recognition for her fashion sense.

"Yeah!" another arm with a Rainbow Dash-puppet appeared, ignoring the interruption, "I am going to go and try and fight the dragon! Head on!"

"Oh," Flutter-puppet whispered, "Will that be safe? This is a dragon we are talking about."

"Not at all!" a final arm with an Applejack puppet appears, "But we will force you to intervene anyways! Because you are good with animals, so it has to translate well into dragons, even if you are deathly afraid of them!"

Prosecution Discord tossed off the puppets and the extra arms, which exploded in the background.

"Logic would dictate," Discord stated, "That you forced her into a situation where all your lives were at risk and she had to do something to rescue you. Not very friendly if you ask me…"

Twilight Sparkle looked up at Discord, a flabbergasted look upon her face.

"If this is truly all your evidence," Discord looked down at the group of ponies disdainfully, "I do believe this case will be cut and dry…"

"No!" Twilight growled out, "Girls! Collect all the maps and all the letters from Celestia we have gathered so far!"

"Maps and letters?" Discord laughed.

"Yes!" she exclaimed, "These are the maps of the areas we have searched for Fluttershy and letters between Celestia and me on the entire search effort so far!"

Both the Judge Discord and prosecution Discord looked over the collected evidence.

"Well," Judge Discord muttered, "I can see from your letters from Celestia you did indeed start a search effort for Fluttershy…"

Twilight and friends began to smile. They had him now!

"However, it seems to me that you took a _long_ time to start your official search…"

"What!" Twilight cried out, "I-I know we took a bit to get going, but we needed to make sure that she didn't return right away and had to get an idea of where she was going!"

"Maybe," the prosecution continued on, "Or maybe you just didn't care that she had left until a full day after she was gone! Maybe your group just sat here and expected Celestia to do all your work for you!"

"No! How would you explain the maps then! The spaces we have searched! Our current research on the forest!"

"Could be for anything or anyone," Discord waved it off, "There is no proof here that shows that you were _really_ looking."

"No! You can't do that!" Twilight shouted in disagreement, her friends voices joining her protest.

"I have heard enough!" Judge Discord called out, "Jury will now decide the verdict!"

The jury of Discords grouped together and began furiously whispering to each other, before they turned around.

"Your honor!" one of the jury called out, "We find the defence guilty of being terrible friends!"

"What! No!" Twilight shouted out as the crowd behind them began to cheer loudly, "We all told the truth! Even if they weren't always the smartest of choices, we have always looked out for Fluttershy as she looked out for us! She has always been our friend! Where is the justice in this! How is this fair!"

"Fair?" Judge Discord huffed, eyes glowing with anger, "Fair? Like when Fluttershy was hurt and alone in the woods. Fair? Like when the timberwolves were going to attack her! Fair! Like all the times she begins to cry as she feels she has to make other ponies laugh!"

"I have seen everything I need to," Discord stated pompously, "I have decided that your group has failed to comprehend the meaning of friendship. Since your group cannot handle such a tall order, I have decided that _I _will take over from here, and be Fluttershy's court appointed friend. Especially when your group cannot hope to complete such a task."

"What!" the group shouted out.

"You can't do that!" Rainbow declared.

"I can," Discord smiled evilly, "And I did! Oh, how marvelous when the judicial system works!"

The girls began to shout out their rage and objections at Discord. Rainbow Dash jumped up and began to charge at him one last time.

"Oh!" Discord gasped, "Would you look at the time! Fluttershy needs me! Ta-ta!"

Discord vanished from sight, making Rainbow run into the wall.

"What...what just happened?" Rarity asked in confusion, her gut twisted in fear.

"I...I don't know," Twilight collapsed to the ground.

Did she just lose Fluttershy forever?

* * *

Doctor Strong Bones sat at her desk. She found her mind wandering as she awaited a reply from the royal library. Perhaps if she was lucky, they would send her the counter-spell, and Discord could fix everything!

She shook her head from her daydream and tried to focus on her pile of paperwork that needed to be done. She needed to write out reports for the hospital and finalize appointment schedules before she got too distracted. Even with all these circumstances with Discord and Fluttershy, she still had a life that needed to be attended to!

But after only a few minutes of futile work, she gave up with a sigh. She couldn't stop thinking about it! She needed to get some air.

As she walked out of her office, she noticed royal guards at the end of the hallway talking to one of the nurses. The blood inside her veins froze and her stomach dropped. Discord was right! They would go after her to get Fluttershy back! What would they do to her if they knew that she was hiding away one of the Bearers of the Elements of Harmony? What would _Discord_ do when he found out that she had ruined it all?

As she watched, she noticed the nurse nodding his head and pointing right at her down the hallway. The guards turned, their expressions like steel as they looked at her.

Without a second thought, Strong Bones ran.

"HALT!" came the shout from behind her, but she kept running. She didn't want to spend an eternity in a dungeon because of some crazed lord that liked to make furniture float and turn walls into jello when he felt like it!

Strong Bones dashed for the stairs that she went down only a night before, her hoofbeats pounding against the floor as she frantically tried to out-pace the guards. Her mind trying to remember the way back to that original stairwell where she had first met Discord. She could lose the guards there!

Floor by floor she raced back down. Her heart began to feel relief as she made it to the ground floor. She had outrun the guards and now she would be safe!

As she turned to look at the wall, her heart almost stopped as she found herself face to face with a solid wall.

"What!" she choked out between frantic breaths, "W-where is the door! It was here just yesterday!"

The brief pause was all the guards needed to tackle her to the floor. The guards saying something about staying still and questioning her on why she ran was drowned out by the rushing in her ears.

Had Discord abandoned her to this fate? After all she had done to help!

She did not resist as they placed manacles and chains on her legs and lead her out through the front lobby. Her head held low in shame as they lead her out across the lobby in chains, surrounded by guards. She could hear the other ponies gasping and whispering as she was marched by and out the door.

Once outside the guards guided her to a carriage whose door seemed to open automatically. Her gut filled with dread and she refused to move until the guards practically pushed her inside. The darkness of the interior of the carriage kept her from seeing right away.

"Now that is quite enough," the other occupant of the carriage stated.

"B-but ma'am! She tried to run," the guard who pushed her explained.

"So she did, but we can deal with that later. You may return to your post now."

"As you wish."

She felt the weight of chains removed from her legs. Slowly, she sat up and looked at her possible savior, only to freeze.

"Why, you must be Doctor Strong Bones," Princess Celestia stated rather than questioned with a smile.

Strong Bones could only gulp. If the Princess did not kill her, Discord surely would.


	13. Chapter 13: Because I Said So

**AN: Another chapter set to go, after a couple hours of editing. **

**And rndmfan-These future chapters will have more Fluttershy moments. We just needed the right placement for the characters before we get to the next part of the story. In many ways this is probably the conclusion of the first part of the story.**

**As with before, I don't own My Little Pony.**

* * *

Chapter 13: Because I Said So!

* * *

_I am never going to see the light of day again, am I_, Strong Bones thought as the carriage she rode in slowly swayed back and forth, _I am going to jail. Yep, straight off to jail. Never going to see family or friends again. And when Discord finds me…!_

Across from her, Princess Celestia studied her with a calm glaze. She wished that Celestia would just get it over with and say that she was in deep and was going to be banished or something. Perhaps put in a dungeon or even an execution! Had anyone been executed before by Celestia? Oh, why did she have to forget all those history lessons now!

"Have you gotten far in your research, doctor?" Celestia asked in way of light conversation.

"And what research would that be, your Highness?" Strong Bones was trying to sound calm, but her voice wavered a bit. Was she really trying to lie to the Princess?

"Why, the one you asked the Royal Canterlot Library about," Celestia smiled knowingly.

"Poorly," she answered honestly, as that was something she had no problem in admitting, "I had hoped to get some more finalized information from the library. I wasn't expecting..."

"This?" Celestia suggested at the doctors pause.

"Yes," she giggled nervously, "I was hoping that this would help conclude my…"

She struggled yet again for the right word. The Princess's gaze rested upon her face, making time feel like it was going even slower. Or perhaps it was just her brain that was moving slower and the world moving fast. Either way it was hard to think with her heart beating in her ears.

"Project," she finally provided, though it came out more like a question.

"Ah, yes. Your...project," Celestia stated with the same general pause and disbelief at the term, "May I ask what inspired such a project. I must say that cutie marks are not something that most ponies choose to research."

"Why, my natural curiosity, of course," she tried to smile convincingly.

"Of course," Celestia repeated dryly.

Silence reigned in the carriage for a minute. Strong Bones trying her best to avoid eye contact with the Celestia, while Celestia waited in silence for her to speak. It was Celestia who broke the silence first.

"May we cut to the chase, doctor?"

Strong Bones felt her heart constrict in her chest.

_Here it comes_, she thought, _I am going to be exiled from Equestria! Gone forever! No goodbyes! _

"And what would that be, your Majesty?" Strong Bones tried to smile, but couldn't seem to be able to make her mouth cooperate.

"One of my subjects recently was injured in an...accident." Celestia began carefully choosing her words, "She has gone missing, and her friends would like for her to return home."

_When in doubt_, Strong Bones thought to herself, _Deny, deny, deny._

"And what makes you think I would know where your missing subject is?" the doctor stated softly, looking anywhere but at Celestia.

"Your Highness," she added after a second.

Princess Celestia looked at her with an annoyed expression, before relaxing into a smile. Strong Bones felt like her heart was going to pound out of her chest. Could Celestia actually _hear_ her heartbeat? Was this room getting hotter? How long had she been here? It felt like forever. Wouldn't Celestia just get this over with!

"And how is Fluttershy doing?"

Now that she was not expecting.

"F-Fluttershy," Strong Bones stammered, "Who said anything about Fluttershy? I didn't say anything about Fluttershy! Who in world is that? I wouldn't know anyth-"

"Doctor. Please relax. You are not in trouble."

"Yet," Celestia added after a second. Was the princess...mocking her?

Strong Bones immediately stopped talking, and stared at the floor. She already knew she was caught. She had known that ever since she was put into the carriage. Why was she trying to get out of this? She never really was a good liar.

"Is Fluttershy alright," Celestia asked again with a frown, "We have been trying to contact her but it has only served to worry us more."

"Contact?" Strong Bones asked in confusion, how were they trying to contact her? "You know what, nevermind. I don't need to know."

The doctor paused, looking up at the ceiling of the compartment and sighing dejectedly, "When I was first brought to Fluttershy, she was not in very good shape. If Discord hadn't-"

"Discord?" Celestia asked in a startled voice.

"Well...yeah. He was the one who found me to help heal Fluttershy," she said in confusion. Didn't Celestia realize what was going on? She had thought that if the Princess knew about Fluttershy, then Discord wouldn't be far behind. Especially with how he was acting around the mare.

"Please, start from the very beginning," Celestia urged, her face gaining a level of seriousness that the reminded the doctor of a protective parent when they first learned of their child's injury. It threw her off, making Strong Bones hesitate before she nodding. Either which way, be it the Princess or the Lord of Chaos, fate had put her in a corner. With a sigh, she began from that night in the hospital.

* * *

Discord smirked as he reappeared in his little cottage. Those ponies had no idea who they were dealing with! Now he and Fluttershy could be the bestest of friends forever! No interruptions or having to deal with the glares of disapproving ponies! They would play games and perhaps a random chocolate milk party and fly above the masses causing all sorts of havoc!

Once her wing was healed, of course.

Speaking of which, where was the pegasi? The house was unnaturally quiet.

"Fluttershy?" Discord asked softly as he opened the door to her room.

There on the bed she still sat, eyes unfocused, looking off into the distance. As a matter of fact, it looked as though she had not moved at all since he left.

"Fluttershy," Discord repeated, trying to get her attention, "Are you alright?"

The pegasi did not respond, remaining stationary on the bed. Discord slowly entered the room, moving to sit beside her.

"Fluttershy," Discord called out, gently placing his paw on her shoulder.

As if a spell had been broken, Fluttershy jumped to his touch, her eyes fluttering as they struggled to gain focus of the room around her.

"Discord," she smiled upon spotting him, "I'm sorry. I didn't even hear you come in. I was going to get a surprise cake ready for you, but I think I ran out of time. Perhaps we could have Unsurprised Surprise Cake instead of a Surprise Cake! How does that sound to you?"

"Ooookay," Discord muttered. He completely understood the need for cake at random times, half of his life's work was summoning random confectionary treats at moments in time to cause all forms of havoc, but this seemed a bit out of character for Fluttershy. Was this related to the cutie mark again?

"Then after that," Fluttershy continued with a large smile that seemed strained upon her face, one that didn't quite reach the eyes, "We could throw a party! I could practice my magic and we could play games and-"

"Fluttershy," Discord interrupted, "This...this is not like you at all. Are you feeling alright?"

"What do you mean?" she asked, tilting her head to the side and giving a slight pout, "I thought you liked parties?"

"Well of course I do my dear! But that isn't the point! You aren't well, are you!" he declared, his voice coming out as a rough shout, "All of these-these parties and cakes and-and stuff! Ugh! What happened to the quiet tea times and tail fluffing and animal caring?"

"But my cutie ma-"

"No! Its that stupid spell's fault!" Discord growled out, his eyes glaring down at the mark on her flank in disdain, "What is with you ponies and your stupid cutie marks!"

Fluttershy looked up at him with betrayal, her eyes slowly forming tears as she offered an explanation.

"O-our cutie marks mark our destiny," her voice floated up softly as she glanced away, "They show our maturity into adulthood and our place in the community. They show that we understand who we are and what we were meant to be."

Discord shook his head. He already understood that much, but it didn't explain the girls apparent fixation upon following what a stupid tattoo might symbolize, "But why does one little mark matter so much to you ponies? Why is it affecting you this way?"

"I-I don't know," Fluttershy cried out in frustration, tears now freely flowing from her eyes, "It symbolizes me. Cutie marks are there to guide us ponies to our destinies! They tell us what we are to this world! Or-or at least it is supposed to!"

Fluttershy mashed her hooves into the bed sheets as she started to yell.

"It tells me what I should be doing! It tells me I am a party pony! It tells me that I am here to make the world happy! It tells me that I should be making ponies smile! So why! Why can't I do that?!"

She looked up at the draconequus in frustration and sorrow, her voice that filled the room seconds before now down to a soft whisper, "Tell me, Discord! Why am I so-so unnatural? Why is my _destiny_ something that I cannot fulfil? Why can I not make ponies happy?"

As Fluttershy cried into her hooves, Discord cursed at himself. Why did he have to go and make her cry? He was just as frustrated and confused as she was about this whole cutie mark thing and he had to take it out on her. He really was bad at this friend stuff, wasn't he….

"Fluttershy. It-it's going to be alright," he said softly, awkwardly putting a paw on her shoulder. He didn't quite know how to calm somepony down. He was never good at this. Mostly he just played pranks and changed the surroundings to some crazy landscape of his own creation, ignoring the issues that followed. He was there to cause chaos, not deal with the consequences that followed. Not the tears.

Stiffly he tried to pat her back as her tears began to descend into hiccups. What did others do when someone was upset? They, what, listened and sat there with them and tried cheering the up…. That was it! He could cheer her up with the events of the day!

"How about some good news?" he asked with a smile.

"What good news," she asked miserably.

"I saw your friends today."

"M-my friends?"

"And I am glad to say you never have to see them again!"

"What?!" Fluttershy's head snapped up to stare at Discord in horror. Sure, she may have run away from her friends, but there was always this option to go back. She didn't run away because she hated them! She ran because of the other ponies.

"What...what happened?" she asked shakily.

"I went to Ponyville and found all your friends celebrating. It was as if they were happy you were gone!"

"That...that doesn't sound like my friends…"

"But that is what they were doing! Believe in old Discord when he said that it is! They were all collected in that library, laughing away at something or other!"

Fluttershy bit her lip as she thought about it. Celebrating at a time like this? That did not sound like any of her friends at all. As long as she had known them they had always tried their best to put their responsibilities to Ponyville and Celestia first, then parties second. They wouldn't just party at a time like this without her.

But Discord had been so helpful and kind these last few days. He had cared for her when she was injured, brought her food, and even respectfully gave her space when she asked for it. Could he be lying?

He looked down at her face of uncertainty and urged once more, "You can trust me, my dear, that is what I saw!"

"I don't know, Discord," Fluttershy whispered, "Maybe I should go talk to them."

"Talk to them?!" Discord cried out.

"Well, maybe...it might help explain the situation. I bet this is all just a big misunderstanding."

"Fluttershy," Discord hissed, shaking his head back and forth. As much as that cutie mark had changed her, she still was the same, trusting, naive Fluttershy at heart. "Why would you want to do that! They have abandoned you! Your supposed friend has cast a spell on you and now they are all celebrating your absence!"

"But it doesn't sound right," Fluttershy pressed on, "Maybe I should go see them. We can talk this all out!"

"No! I refuse to let you go back to them!"

"You...you refuse to let me go?" she stared intently up at Discord accusingly. Why would he keep her apart from her friends?

"But why?" she asked in confusion.

"Because I said so!" Discord's eyes bored into her own as he stared intently at her. Did she not understand what he was trying to protect her from? Her returning to those so-called friends would only end in heartbreak and tears! He just knew it!

"Because you...said so?"

"Yes! I have seen this before! Ponies can be such fickle creatures! They say one thing but do the other! They are mean and deceitful and lie!"

"I am a pony, Discord," Fluttershy looked at him with hurt eyes, "Not to mention that those are things that they say about you."

"Well, yes," Discord backtracked, kneeling by her bedside and grabbing her hooves between his hands, "But-but you are different, dear, _dear_ Fluttershy! You are compassion and kindness made real by the sunshine!"

"D-discord," she fought back a blush at his sudden spout of poetry, trying to keep him on the matter at hand.

"And the rest of them….the rest of them hide like shadows in the dark. Waiting to strike out and steal the light that you wield. So, no! You cannot go back to your "friends!" I utterly forbid-"

"That's not good enough!" Fluttershy's sudden interruption caught him off guard, making him immediately shut up, "I understand that you want to protect me, but-but these are _my_ friends we are talking about. You can't just say that I am not allowed to see them anymore! That's not how things work!"

Discord stepped back. It was always a bit startling whenever Fluttershy's assertive side came out.

"You don't understand-" He started to say.

"No!" she held his gaze. She hated how he was making it feel like she was the one betraying their friendship.

"_You_ don't understand! These are choices that _I_ must make! Not you, Discord! I want to see my friends! Now!"

Discord slunk to the ground so that he was at eye level with the pony. He held her gaze for a few seconds before it drifted off to the floor below.

"Please," he whispered to her, his gaze refusing to meet her eyes, "Please don't leave. If you leave, I fear you may never come back."

Fluttershy was taken aback by this comment. She had been worried for a moment he had turned back into the greedy chaos lord they had first met, and instead he had become more morose. Was this the side of Discord that he normally hid away from the world?

"Why would I not come back?" she whispered softly.

"I...I don't know!" Discord looked up, pulling at his mane in frustration, "Celestia will most likely demand it! She probably thinks I foal-napped you as it is! Other ponies already hate and fear me as though I was some sort of-of mutant! Not to mention your "friends" probably want me to be returned to stone now."

"I know we may have our differences," Fluttershy took his claw softly into her hooves and tried to pet it in a soothing way, "But Celestia is fair and my friends will-"

"No! You don't understand!" Discord grabbed her, looking her straight in the eyes, "I don't want to go back to the way it was before! I don't want the fear! I don't want the hatred! I don't want the-"

Discord stopped as though he had said too much.

Fluttershy looked up at him, "You don't want...what?"

With a defeated look, he hunched over and mumbled to the floor, "The loneliness."

Fluttershy looked at him in empathy, but couldn't help but be confused with this revelation, "Why would you go back to that?"

"You wouldn't understand," Discord huffed, rolling his eyes to the corner of the room.

Fluttershy took a breath and went to inquire further, but the sound of a chime took away any chance she had to respond. It's deep, billowy tones rang through the whole cottage, making the room around them shake. Looking up at Discord in confusion, she saw only a hardness and fury that seemed to lurk deep below.

_That look_, she thought to herself, _That is just like the old Discord._

"Looks like we have unexpected guests," Discord narrowed his eyes, oblivious to her inner musings.

"Guests?"

"Just stay here. I'll be back."

"No! I should go with you. What if it's my friends!"

"Friends?" Discord scoffed. He was trying to be more open with her but had to be interrupted by whoever _this_ was. No, he was past the point of kindness.

"They cast a spell to change your cutie mark, they drive you out of Ponyville, they celebrate your absence, and you still consider them your friends?"

"I am sure that it was a mistake," Fluttershy looked down at her hooves, her courage from earlier now long forgotten, "They...they probably didn't mean for everything to be like this."

Discord stared at her in disbelief before he began to smile softly down at her.

"Dear, _dear_ sweet and innocent Fluttershy," his voice floated down to her ears in a soothing manner as he used his clawed hand to push her chin up so that their eyes met, "You really are too kind for your own good."

Discord smiled down at her, the look in his eyes reminded her of when they had first met and he was terrorizing Ponyville. It made Fluttershy's skin crawl.

"I'm sure this is just the stress of the day talking," he said in a dismissive yet smooth voice, "You should stay here and rest. We don't want you getting tired and embarrassing yourself in front of your friends!"

"But-but I'm not tired," her voice just barely audible in her fear.

Discord smiled as he reached out with his paw and tapped her on the head. Fluttershy immediately passed out into his arms.

"You are now," Discord laughed. A small part of him felt guilty at what he just did. He really didn't want to use his magic on her, but he couldn't risk her getting injured by these...intruders. Yes, it was for the best that she just stayed here, safe and out of harms way. Then later they could discuss things and he could convince her once and for all that she was safest here, with him.

She would be his friend...forever.

* * *

Fluttershy found herself upon a stage again. The curtains remained closed, but she knew when they opened that everything she feared would be let loose.

"My dear," Discord's voice said from the side of the stage, "The show is about to begin! Are you ready?"

"I-I don't know if I can do this," Fluttershy whimpered.

She knew, she just knew when the curtains opened, she would have to deal with all those ponies. And Fluttershy honestly didn't know if she could handle it anymore….

"But! But Fluttershy!" Discord cried out, "You wouldn't leave me now! You promised you would stay! You can't leave! You wouldn't leave! Would you?"

The look on his face made her heart break. She couldn't just leave him now. He was depending on her!

But, oh, how she was tired. So very, very tired. Fluttershy couldn't handle those judging eyes and fierce stares. No matter what she tried, she could just never meet with their expectations. They were never going to smile for her.

Flopping down to the ground, Fluttershy began to cry.

"Fluttershy," a calming voice said from nearby.

Fluttershy snivelled a bit as she looked around the stage for the voice. It sounded so familiar. Looking over her shoulder, she spotted Princess Luna walking towards her, wings spread wide in a majestic fashion as her hair flowed in some ethereal wind.

"I am so glad I finally found you," Luna said softly, walking up to her, "Are you alright? Have you been hurt in any way?"

"I-I am fine," Fluttershy said, sniffling softly, "I-I-"

"Fluttershy!" Discord's interrupted her

"Discord?" Luna studied the draconequus' form with a frown, "I had been wondering…."

"Please get up Fluttershy," Discord continued as if Luna was not there, "The show is about to begin! How can the show go on if you don't get up!"

Discord's reminder of everything beyond the stage was just too much. The failure of her job and destiny, the expectations from her fellow ponies in the town, the judging eyes of her friends, all weighed down heavily on her. And Fluttershy broke down, tears pouring down her bawling face.

Luna rushed to her side, pulling a wing comfortingly over her sobbing form, "Fluttershy. Shhhh, dear Fluttershy. It is going to be alright."

"I-it's not going to be alright!" Fluttershy cried out between sniffs and hiccups, "I-I can't do anything right! N-no matter h-how hard I try! Everypony hates me!"

"No pony hates you," Luna said softly, "Why would you think that?"

"H-how can I fulfill my destiny if I can't make any pony smile," Fluttershy whimpered, "I tried so hard, and-and no pony ever smiled for me! I tried and tried and tried and tried!"

Taking a big gulp of air, she continued, words spilling from her mouth faster and faster as she went on, "It-it has to be my destiny, r-right? It's what my cutie mark is saying! I have to-to _entertain_ ponies! But-but I can't do that! I can't stand to be the center of attention! I can't stand their disappointed eyes or their angry glances! I go to speak and my voice is gone! I t-try to tell a joke and they all frown! I do a magic trick and all I can do is make my audience disappear! I don't understand! What am I doing wrong! My cutie mark keeps telling me to make them smile, I can hear the laughter inside my head, but they never do! Why can't I fulfill my destiny!"

Luna watched in sadness. She felt at least partially at fault here. She had finally relented, after months of urging, to Celestia's plan for Twilight Sparkle, but had never expected anything like this. This was why she took so long to agree to the so called plan. Why was one pony so important that the others had to be hurt? Watching Fluttershy's continued tears just broke Luna's heart.

"If you are here," the pegasus whispered, her voice sounding tired and drained, "Then this is a dream, isn't it."

"Fluttershy," Luna whispered softly to her, pulling the sad mare closer to her, "I know everything is bad right now, but I can promise you it will get better soon."

"It will?" Fluttershy's faint voice was barely heard.

"My little pony," Luna cooed, "Why did you leave your friends? They are so worried about you."

"They-they are?" Fluttershy asked with a sniff, looking up shyly at Luna's face to see if it was the truth.

"Of course, dearest Fluttershy," Luna giggled softly, "They want to help you, but you left before they could. They have been so worried and are searching everywhere for you."

"But why would they?" Fluttershy looked away, "I-I know the truth. Twilight Sparkle cast some sort of spell on me! Now they are all laughing and celebrating that I left Ponyville!"

"Who told you that?" Luna asked in shock.

"D-Discord," Fluttershy whispered, staring at his form across the stage.

"Discord," Luna tested the word. She didn't fully trust the draconequus, no matter how much he claimed to be reformed. She did not care what her sister or the creature insisted, she remembered their battles against him and what he had done to Equestria. He had already proved himself less than trustworthy on more than one occasion.

Was this one of his games? Had taken to tormenting and playing with ponies once more, starting with the kind little Fluttershy? No, it didn't feel that way. Fluttershy wasn't upset because she was being tortured by a demented being of power. She was upset because of this spell gone wrong.

"Fluttershy," Luna said, "I won't lie to you. Twilight Sparkle did cast that spell that hurt you."

Fluttershy gasped softly, tears freely flowing down her face.

"But this was never the intent of the spell," Luna continued, "Twilight Sparkle didn't even know what the spell would do. She never meant to hurt you."

"So...so why are they all celebrating that I am gone?"

"I don't know about anypony celebrating," Luna frowned, "But your friends have all been looking everywhere for you. Twilight Sparkle knows how to end this spell that is making you feel so terrible. They are all very worried and want to fix this for you Fluttershy."

Fluttershy hesitated, uncertain of what to say.

Luna picked up on her hesitancy and sighed, "Why did you run away Fluttershy?"

Fluttershy sat in silence as she contemplated the question. She had run away because she was scared. She was scared of failing her supposed destiny, scared of the townsponies' gazes, and scared of saying goodbye. She was scared of everything.

So she ran.

And she was beginning to deeply regret it.

"Fluttershy," Luna's voice stopped her frantic thoughts, "Your friends only want to help you."

"I…" Fluttershy began, her voice failing her again.

"Your friends care deeply for you. They don't care if you can't make other ponies smile, as you can always make them smile. They wouldn't care if you could not tell a single joke in the world. You are their friend, and they miss you so very much. Don't you think it is time to return home, Fluttershy?"

Fluttershy's mind was going a mile a minute. She couldn't keep up with all these thoughts. It made sense. Her friends were always there for her in the past. Just as she was always there for them.

"You-you're right!" she cried out, her tears renewed, "I never should have left!"

"It is going to be alright, my little pony," Luna whispered to her, hugging her close.

"W-what should I do," Fluttershy asked as Luna released her from the hug, "I don't think they'll ever forgive me for leaving!"

"Your friends only want their friend back," Luna stated with confidence, "They will forgive you for leaving."

Taking a deep breath, she thought about what Princess Luna had just said. Of course her friends would forgive her. They forgave each other for anything! They all cared for and looked after one another so much, why would they let this ruin their already strong friendships.

With a small smile Fluttershy slowly got up to her feet, her gaze going across the stage. The curtains no longer seemed as scary as they once did. Strange, it was as if by the Princess simply being there that nothing bad could happen anymore. Like everything was going to be alright and there was nothing to fear.

Then her eyes landed on Discord.

"What…" Fluttershy looked up at Luna as she struggled to word her question right, "What about Discord? He is my friend too."

"Discord," Luna frowned, "If he is truly your friend, he will recognize that you need to get back to your other friends. He will understand that you have to leave for now and that he cannot keep you like a caged bird."

The dream Discord made his way across the stage and stood shyly before the small pony.

"Please don't go Fluttershy," Discord's voice sounded pitiful.

"Discord," Fluttershy said softly, "I'm not leaving. Not forever. I just need to get better. You understand, right?"

"I-I-I-" Discord stammered. Strange. Now that Fluttershy realized that this had to be a dream version of Discord it was easy to see that he was so unlike his usual self.

"Don't worry Discord," Fluttershy smiled up at her minds projection of the draconequus, giving him a hug, "We will always be friends."

Fluttershy let go and saw the soft smile on Discord's face. Yes, everything was going to be alright now. She would return to the awake world and talk with the real Discord. Let him know why she had to leave, and reassure him that she would be back. Giving Luna one last look, before turning to the front of the stage as the curtains opened, the blinding light from the other side filled the stage with light. This time, Fluttershy didn't feel so afraid.


	14. Chapter 14: The Fabulous Wonderbolts

**AN: Alright...so it's been like two weeks. Work has gotten the best of me again, keeping me from finalizing the drafts. Not that that is a good excuse, but it is the truth. But, hey! I'm finally posting, so yay!  
**

**As per usual, I don't own My Little Pony.**

* * *

Chapter 14: The Fabulous Wonderbolts!

* * *

Discord looked out from the upstairs window of his cottage. He could spot the Wonderbolts hovering up above, using the clouds as cover. Figures that Celestia would send her little vanguards in to attack him first.

"Looks like Celestia wasn't as trusting as she wanted me to believe," Discord sighed to himself, "Of course she wouldn't want her new pet lose without a collar around it's neck. She probably followed me here when I first set up shop...I suppose we'll just have to move."

Glancing to the side, Discord noted the glowing eyes that looked at him from the forest before vanishing back into it's depths.

"And I was just beginning to enjoy my neighbors too…."

"Discord!" a voice up above caught his attention, "We are here to negotiate the release of the one known as Fluttershy! Come out and surrender her calmly, or we'll have to resort to force!"

"Silly little ponies," he chuckled to himself, "Didn't Celestia tell them just whom they are dealing with?"

"This is your only warning, Discord," the voice called again, "You have five minutes to comply!"

Discord smirked as he sprang into action. Running over to the wall, he kicked it, causing a ladder to fall out from above. Climbing up, he strapped himself into a seat and turned on the power to the room. Surrounding him was a vast array of machinery that had never been seen before to ponykind. Discord had seen it before in a dream...or perhaps it was a trip to another dimension? Or both? He didn't remember the details. Anyways, that didn't matter right now!

"Orbital Defense Cannons Activated," a bodiless voice of a female replied.

"Oh yeah! Here is where the fun begins," Discord smiled darkly as cameras gave him a look at these so called "heroes."

"To my so called attackers!" Discord called out over an intercom, "I'll give you this one chance to leave now and not face the awesomeness that will most certainly end with your defeat!"

The Wonderbolts stared at the small cottage in shock as part of the roof opened up and revealed a large cannon pointed directly at them. Nopony had ever had the gall to challenge them so blatantly. Spitfire particularly had an uneasy feeling in her gut about this. Between the lack of information from Celestia about this mission and the strangeness of the surroundings, this was not going to end well.

"Who does this pony think he is!" Discord looked at his observation screen where the one pony with blue hair called out, "Does he know that he is messing with the one and only Wonderbolts! Let's get him!"

"Soarin! Wait!" a female with orange and yellow hair called after him. Was she the leader?

Discord chuckled darkly as he began to target the blue haired pegasus that was quickly approaching. Clicking a button he released the safety and aimed the cannons at the oncoming pony. Another click later and the cannon shot straight at the oncoming pony.

Spitfire could only watch as something flew out from the top of the cabin at high speeds at Soarin. It flew fast, hard, and oddly...pink. It hit Soarin dead on, causing him to tumble at high speeds to the moat below.

"Catch him!" Spitfire cried out to the other Wonderbolts under her command. Two immediately saluted and flew off to catch him, only to be caught up the stickiness of the mess, and fall with Soarin into the moat.

Spitfire and the remaining Wonderbolts sped down and hovered over the three in the pond. She could only sigh in relief as all three came up, gasping for breath.

"W-what is this stuff!" Cried one of the recruits.

"Is-is this...hot chocolate," Soarin coughed in the dark liquid.

Spitfire hovered as close as she dared, only to get a smell that was distinctly similar to the chocolatey beverage. Around her her fellow Wonderbolts went to try to remove their friends from the mess.

"Forget the chocolate, what is this on you," a green stallion to her right gasped as his hooves got stuck in the pink mess that covered his companions.

A light blue mare who had been hit cautiously sniffed the goop in question, before tasting it, much to everyone's protests.

"It's cotton candy," she whispered in shock.

"Who launches cotton candy and has a hot chocolate moat?!" cried out Soarin.

Spitfire felt her insides turn to ice. She couldn't remember the name at all, but this was all so familiar. Memories of cotton candy clouds, day and night changing once every five minutes, and chaos over the land all surfaced. It was a time of confusion and fear, but it eventually stopped as suddenly as it began. Weren't those girls from Ponyville responsible for rescuing the whole of Equestria with that one? That one hopeful recruit known as Rainbow Dash and her friends? It was all so familiar, but who was it that caused it...

"Now you kids get out of my moat!" cried a voice on the loudspeakers as the cannons aimed at their group, "Only myself and select friends can play in there!"

Spitfire didn't get the chance to say anything before the cannon fired again in quick succession, successfully taking out half of her other flyers within seconds. Only her quick maneuvering and years of experience kept her from getting hit.

The sounds of reloading kept her from stopping to check on her squad, as she once again resumed dashing and dodging the projectiles. Spitfire did her best to avoid all the pink globs sent hurling through the air. One came close, soaring above her head, making her dive. It was during this dive that she heard two more coming closer, most likely aiming at where she should be if she kept up this trajectory. Too bad it wouldn't hit. She wasn't leader of the Wonderbolts for nothing!

A quick weave and change of direction and she avoided the next five shots. Around her she heard another voice cry out, and a pink blob fall out of sight. Spitfire hissed under her breath. She needed to get a handle on the situation. As much as she prefered to attack situations like this head on, perhaps it was time to remove the troops and regroup.

Spitfire paused, no longer hearing the sounds of cannon fire and projectiles. Looking around she was now almost to the clouds. Had she made it out of the firing range of the cannon? Did this Discord finally run out of ammo? Either way, she needed to see who was left and what she had to work with.

It was only during this small break that she could see that she was the only pony to have made it up this high. Looking down all of her teammates lay either stuck to trees or floating in the moat of chocolate. No one else had avoided the attacks.

A deep laughter rang through the area, making white-hot lightning bolts of adrenaline spike up her back as she realized that it was no longer just coming through the loudspeakers.

"And only one little pony left!"

Spitfire looked around trying to spot the voice. When had this Discord left the house below? The cannons only stopped firing seconds ago! How had he left the building so fast?

"I do believe that you deserve a prize, my dear," a voice whispered into her ear.

Spitfire gasped and twisted around, only to find one of the strangest creatures she had seen to date. Was this...Discord?

The sight of the being that was a conglomerate of other creatures brought the memories back in a flood. The stained glass windows of the palace. The period of time where her group was running rampant trying to stop the outpouring of cotton candy clouds. The rescue missions to save ponies trapped by various, not to mention ridiculous, traps across all of equestria, ranging from floating houses to soap pits. The sudden return of everything to normal. A reception for the mares that bore the Elements of Harmony.

The Discord they had to face was _this_ Discord!

The shock didn't get to last long though as Discord pulled out a separate cannon, that in no way could have been hidden behind his back and broke all laws of reality, and fired.

* * *

Fluttershy awoke with a small gasp of air in what was her room at Discord's cottage. Somehow she felt more at peace than she had in a long time. She still felt compelled to laugh and to make other ponies laugh. There was even this distant laughter that kept ringing through her skull, but it was just that, distant. She wouldn't let it bother her now. She had a mission to complete, and she was determined to live up to Princess Luna's expectations.

Slowly, Fluttershy worked her way out of the bed. Discord had rarely let her walk around these last few days, treating her as though she were a delicate flower. She might not be the strongest of ponies, or even the strongest of pegasi, but she wasn't just some fragile thing to be put into a corner and fawned over! She could be strong too! Just like the rest of her friends!

Thinking of her friends made Fluttershy hesitate for a minute. There was no getting around it, Twilight had cast this spell on her, making her life miserable. But Princess Luna had said it was an accident, or at least an uninformed mistake. She could trust the Princess, right?

But poor Discord, he was going to be so heartbroken when she left….

_Either way_, Fluttershy thought to herself as she strengthened her resolve once more, _I have to return to my friends in Ponyville._

Stretching slowly, Fluttershy shakily made her way out of the small room and across the mismatched living room. Taking a quick glance around, she found it abandoned. With a sigh, she began her walk across the room. She just was thankful that Discord hadn't changed the floor back to the moving patterns, she didn't think she could handle that.

As she neared the door, she could hear Discord laughing on the other side. But it wasn't the same laugh that she had come to know over the last few days. It sounded deeper, and more maniacal, making her shiver in her memories of their first battle with Discord.

_No, Discord's changed_, she told herself, _He wouldn't just go back to being evil again, would he?_

* * *

Discord laughed as he studied his current work of art. All of the Wonderbolts were now lined out before him, acting as borders for his front bridgeway. Each pony stretched out on a wall of cotton candy, like little flies caught in a spider web. Well...if that spider used cotton candy instead of silk string...and the flies looked more like giant pony mummies…. Either way, they made the greatest little lawn ornaments! Sure, some may prefer pink flamingos or little gnomes, but not him! No! Discord got candied mummified ponies!

"But it could use some...flare," Discord muttered to himself, studying the ponies before him intently. With a large smile, he snapped his fingers again, turning to study his handiwork.

Each mummified pony was now in new positions across the front, looking like bright pink forms of topiary across the front. The pony known as Soarin was now standing on his toes like a ballerina, the pink of the candy forming a tutu as he balanced on a round ball of candy. The light green wonderbolt was now set up like a lion, the cotton candy forming a mane around her small face, while their leader, Spitfire, now acted like a pink ring master with a whip frozen in time against the ferocious beast.

He now had a complete candied pony topiary circus for his house! It was so beautiful it made him want to cry. Oh, he was so proud of himself!

A soft gasp behind him brought him out of his musings. Discord grinned, spinning around, ready to attack whomever he might have missed, only to find Fluttershy staring at the scenery in horror.

"F-Fluttershy!" Discord gulped out in surprise, "I-I didn't expect you!"

_She shouldn't have been awake for another five hours at a minimum_, Discord thought to himself, _!_

Looking around at his surroundings, he quickly tried to think up a logical excuse, "Here to join in the fun! It's the newest treatment straight from Manehatten! Cotton Candy wraps! Does wonders for the coat!"

"D-Discord," Fluttershy whispered looking horrified at what she was seeing.

"See," Discord smiled, pulling a pony surrounded by candy shaped like a penguin off of the pile of candied boxes that they were posed upon and snapped his fingers. The candy coating immediately disappeared, revealing an unconscious lavender colored pony in his arms, their eyes still spinning from the knock-out from earlier.

"Right as rain! And look at that shine on their coat," Discord laughed nervously, his voice oozing with a false excitement, "Oh! And the treatment must have been too good! They are still too delighted to speak."

"You...you did this to them?" Fluttershy asked weakly, her eyes darting around to all the ponies in their trapped forms.

"They were just begging for this spa craze!" Discord sounding like the smoothest salesman in Equestria, "Just look-"

"Stop lying," Fluttershy's voice softly interrupted his speal.

"I'm sorry. What was that?" Discord asked, desperately trying to pretend like nothing was wrong.

"Stop lying to me," her eyes blazed with anger and sorrow as she looked him directly in the eye.

"Fluttershy," he whispered in shock. Fluttershy never got angry! Upset and frustrated, yes, but not angry! It wasn't like he asked these ponies to attack his cottage. If he could make her understand….

"I...I thought you had changed," she muttered softly, "_You_ said you had changed!"

"I-I have!" Discord assured her, "I only did this out of self-defence! For _your_ defence!"

She only shook her head in confusion and horror. "Can't you see what you're doing Discord! I thought you weren't using your powers against ponies anymore! That you were helping ponies!"

"Yeah, well, they attacked first!" Discord called out like a child, "Fluttershy, they came here demanding to give you up like I was some sort of monster. I couldn't just let them take you away!"

Fluttershy remained quiet, her eyes changing from anger to sorrow at the creature before her as she recalled what they were discussing right before he put her to sleep.

"Don't you see," Discord continued on, trying to defend himself, "They were here to take you away! Can't you see that Celestia is already condemning me for saving you! Celestia obviously doesn't trust me anymore! Can't you see what she is going to do? She is going to take you away forever and never let us see each other any more! How can we be friends if we can't visit and have little parties and fight against random forest dangers together!"

But Fluttershy didn't see it. She just couldn't! She trusted Discord, and what had he done? He went and started using his powers against ponies again because he thought she would be taken away from him! She might believe the part about them attacking first, but what he was doing with them now wasn't right. He could have knocked them out and sent them home. Teleported them to the capital, sent them to Ponyville, or to Manehatten if he wanted to. But instead to took to capturing them and treating them like toys. Like some sort of twisted trophies for his yard.

If he was willing to do that to his enemies, what would he do to her when she was better? He had already put her to sleep once to keep her from asking too many questions. To keep her quiet and locked away. His eyes told her that he wasn't expecting her for some time to come. If he was willing to do that to her, what would he do to other ponies over time? To her friends? To the kind doctor that had helped her? To the children he had taken to visiting at the hospital?

This brought up the question of whether or not he would even let her go once she was healed. She knew that he was reluctant as it was to let her wander off on her own. Now she knew that he was not going to let her go again.

_Maybe he is just scared_, her inner voice fought back, _He already admitted to being scared of being lonely. We need to see this from his view! He just needs a friend! He wouldn't want to hurt others like this unless he felt that there was no other choice._

Fluttershy took a moment to consider it only to stop that thought in its tracks. No matter what the situation what Discord was doing was just...wrong.

Looking away she told him in a hurt voice, "What you're doing here...what you're doing to these ponies...it's not right! You can't do this!"

"They were going to take you away from me!" Discord cried out, hurt that she was so quick to condemn him, "They were going to send you back to those betrayers that you once called friends! What sort of creature would do that to someone?"

"What sort of creature captures those they defeated and leaves them out in a dangerous forest as decorations!" Fluttershy shot back.

"Fluttershy," Discord tried to defend himself, though he knew deep down that she was right. He did have the power to do just about anything to defend this place. He could have sent them back to that silly little air base of theirs. But instead….

"No, Discord. This is wrong. This is all wrong."

"Fluttershy," Discord repeated weakly, stepping towards the mare.

"N-no! Stay back," Fluttershy's eyes widened in fear, taking an unconscious step back, her mind flashing back to when he put her to sleep with a poke of his claw.

"I can fix this," Discord pleaded, reaching towards the pale yellow pony. "Here!" A snap of his claw and all the cotton candy was gone, leaving the Wonderbolts in a pile on the ground. A second snap of his claw and a portal to their air base opened. Multiple Discords appeared in various paramedic clothing styles, all whisking the fallen ponies onto stretchers and through the portal. Within a minute, all the ponies were gone and the portal closed.

"See, all better," Discord face gave a strained smile. But Fluttershy did not return his smile, only giving him with a look of fear.

"Fluttershy," he said softly, stepping forward slowly to her, trying his best to look harmless, but she quickly stumbled backwards and away from him. His heart was breaking at the look she was giving him.

"It's going to be alright, Fluttershy! I'll fix this! I promise!" Discord cried out. Reacting before thinking, he reached towards the small mare, only for her to jump out of his reach with a small yelp.

"Stay-stay away! If this is what you do to your enemies, I don't want to know what you would do to those you called friends!" Fluttershy cried out, quickly standing up and running out across the back bridge and out into the forest.

"Wait! Fluttershy!" Discord cried out, running after the fleeing pony. He had to reach her! They needed to talk! But more importantly, he needed to get her back to the cottage. Didn't she know what was waiting out in these woods?

He began to chase after her, his legs carrying him as far as the back of the cottage where he saw Fluttershy's form disappear into the darkness of the forest.

"Discord!" a familiar voice cried out from behind him, making him freeze in place.

Turning around slowly he cursed under his breath as the one group he did not need to be here right now was here.

"Discord," Twilight Sparkle cried out as she and a few of the others jumped down from a rapidly descending balloon, "Where. Is. Fluttershy."


	15. Chapter 15: Confrontations

**AN: Moving forward!  
**

**As per usual, I don't own, claim to own, or try to make a profit off of My Little Pony or other references within this chapter.  
**

**Enjoy!**

* * *

Ch 15: Confrontations

* * *

Fluttershy finally slowed down to catch her breath. Looking over her shoulder she saw that, to her surprise, Discord had not followed. Funnily enough she couldn't quite figure out if that was a bad thing or not.

With a sigh she went to lean up against a tree trunk to catch her breath only to wince in pain. Her wing, though still in the cast, was aching badly. She was almost worried that it might have broken again. Oh, Doctor Strong Bones was not going to be very pleased with her at all. Though maybe a party would help make her less angr-

Fluttershy stopped her train of thought right there. She had thought the pep talk with Princess Luna had stopped all these random celebration thoughts. Maybe it was just this one? Yeah, that had to be it. Just one thought about an awesome, amazing party bash that would be known throughout all of Equestria for years to come! They would decorate the whole town and have so many balloons and a parade in honor of-

"No, no, NO!" Fluttershy shook her head, "I can't think of that now. I need to concentrate on my friends. I just need to find my friends."

She was certain that one way or the other she would find her way out, find help, and return to Ponyville. And then they would have a celebration...no she would work to convince her friends that Discord was good. With their help she could talk to Discord again and then they could work towards making the most fun party that would rock his cabin…. _No_, she was going to apologize and they would explain the whole thing to Princess Celestia. And then they would have a gala complete with-NO!

It felt as if she stopped concentrating, if she let her mind wander for a second, her mind would push her back to these thoughts of "parties" and "songs." In a way, she was really getting tired of it all. Couldn't everything just quiet down and just be peaceful and calm?

With a sigh, Fluttershy stood back up. Curse or not, she needed to see her friends again before anything bad happened. With a determined glint in her eye, Fluttershy continued on into the forest. One way or another, she was going to solve this.

* * *

"Discord," Twilight called out, "Where. Is. Fluttershy!"

"Ahhhh, girls! Welcome to my humble little abode," Discord grinned darkly, only his eyes showing his annoyance at their intrusion. Waving his arms around as he presented his little cottage to the group before him, "Now as much as I would _love_ to entertain you, I am a little busy at the moment. Perhaps we can reschedule your ultimate defeat at the hands of my sheer awesomeness for later? Perhaps three weeks after Tuesday?"

"Like we would do that, _Dip-_cord," Rainbow Dash called out as she hovered next to Twilight, "Just give us back Fluttershy and no one has to get hurt!"

"Then again," Rainbow smirked, "Don't. I wouldn't mind having an excuse to kick your butt!"

"Oh, I'm so scared! I am completely and utterly outclassed and done for! Oh, woe is me!" Discord cried with heavy amounts of sarcasm. Shaking his head, he turned to look at the pegasi, "You and what army Rainbow Dash?"

"We may not have an army," Applejack called as she emerged from the now landed balloon, "But you still have us to deal with!"

"Ooh! Is that house made out of gingerbread!" Pinkie hopped out of the balloon, destroying the tense atmosphere in an instant, "And are those _marshmallows_?! Ooh! And is that-"

"Yes, yes," Discord waved off her questions, "That is marshmallows and gingerbread and whipped cream and a candied bridge and so on. I did say that this is _my_ house I believe."

"Funny how your house looks an awful lot like that of Fluttershy's cottage," Applejack drawled.

"In a very quaint yet cartoonish way, it does," Rarity observed.

"Either which way, I do believe that I asked for a reschedule. Now if you girls will excuse me," he turned to leave. He made it only a handful of steps before Twilight's voice made him stop in his tracks.

"You can't ignore us, Discord! We have the elements with us right now! The elements of harmony took you down more than once before," Twilight took a break from staring at him to smile at the forms of her friends that were taking position around her, "They can take you down once more!"

Discord looked at her with owlish eyes for a few seconds, then began to laugh deeply, "Really? And did you bring your pet dragon along again to be the...what was it again?" He put on some reading glasses and flipped through a small journal that he pulled from behind his back, "Ah, yes. The "new Rainbow Dash" I do believe you said!"

Flipping the book closed it disappeared in a puff of smoke.

"But wait," he looked over at the group, making a show out of counting their numbers, "I do believe that the _new_ Rainbow Dash is missing. And is that the _old_ Rainbow Dash right there? So what does this make her now? Will she be our new Fluttershy? No-no, I do believe somepony already has that name...perhaps your group's Shutterfly?"

Thinking to himself for a second he nodded and pulled out a desk, donned a business suit and began stamping paperwork, "I do think we can make an arrangement here. Your group, Miss Sparkle, will get all rights and privileges to the one known as Shutterfly and my corporation will take over the rights to the one known as Fluttershy. Now if you would please sign on the dotted line?"

Pinkie Pie appeared before the desk with her own set of official looking glasses and read through the contract that Discord had written up. Tsking to herself, she shook her head and waved her hoof at the paper before her, "I'm sorry, but your contract will just not do! I do believe that our group already has all copyright to the name Fluttershy, and that you're corporation will just have to wait for that patent to run out! Not to mention that you're chocolate rain clause only calls for rain on Mondays and Fridays, when I believe I specifically requested it all days of the week!"

"Oh, I do apologize," he took back the paper, "How about this? Since _you_, Miss Pie, are representing one Miss Sparkle, I will offer you a deal with chocolate rains on every other weekend and I'll throw in a ice cream snow storm once a month _and_ a candy lake, all with exclusive rights to Ponyville, for free."

"Ooooooo!" Pinkie squealed, eagerly holding out her hoof to shake, "I think you have yourself-"

A sudden purple force field surrounded Pinkie Pie and the contract, forcefully pulling them just out of the hoof-shake with Discord.

"No-deal, Discord," Twilight growled, "Like we would give up our friend for chocolate and candy!"

"What! It was a deal!" Pinkie gave an embarrassed smile as Twilight's magic set her down next to her now frowning friends.

"Ah well, can't blame a draconequus for trying," Discord shrugged, standing up and making the desk and apparel disappear once more, "I do believe that either which way, you are one pony short for your "Element of Friendship Cannon Rainbow Ultimate Attack." Or, you know, whatever you call that rainbow blast of friendship powers."

"Even if we don't have one of our group, I believe that they will help us to get Fluttershy back and defeat you," Twilight said with a slight hesitation.

"Dear, dear Twilight Sparkle," Discord muttered as he vanished from his spot and reappeared right next to her, lifting her chin up so their eyes met, "I do believe that a certain somepony made a certain promise pertaining to a certain element."

Rainbow growled and dived at Discord to tackle him once more, "Shut up!"

"Oh, because your head on attacks worked so well before," Discord rolled his eyes, melting into the ground. Rainbow Dash gasped and barreled Rarity and Pinkie Pie into the moat while Discord reformed his body once more.

"Stop doing that!" Rainbow fumed as she and the others flopped to the surface.

"My hair!" Rarity called out horrified, "What have you done to my hair!"

"Just what is this liquid anyways," the blue pegasus splashed about in frustration, "It sure doesn't seem like water…."

"Wait a minute," Pinkie pushed the other two to the side as she cautiously studied, sniffed, and finally tasted the waters around them. Discord chuckled softly while the rest of her friends groaned. Rarity turned a little green at Pinkie's actions before the party pony gasped out in delight, "Is this a chocolate moat?!"

"Indeed it is, Miss Pie," Discord clapped from the banks, "Now as I told those meddlesome Clunderbolts…" he changed form again into an old man, complete with high riding pants and a walking stick, "You kids get out of my moat!"

"Kids? But we aren't goats," Twilight whispered in confusion.

Rainbow rolled her eyes as she retook her position next to her. "What I believe my friend here is trying to say is: Get 'im girls!" She pointed at Discord as all the group charged forward.

Twilight jumped forward shooting a blasting spell towards Discord, whom happily jumped to the side and watched as portions of grass and his cottage received burn marks from where the spells landed. Applejack, seeing the opening, tossed a lasso out. For a brief second she was hopeful she actually caught the beast, only for him to phase out from existence and reappear next to where he was moments prior.

Rainbow and Pinkie jumped at him from opposite sides, intent on taking him down. Discord gave an evil grin as he shrunk down to the size of a beatle, laughing as the two ponies flew above his head, missing their target entirely. The pegasus flew way off course, struggling to backpedal with the momentum she had gained, sailing over the forest on the other side of the cottage.

Pinkie meanwhile flew through the air and landed back into the moat. Seconds later the pink pony resurfaced from the chocolatey liquid. With a determined glare she stood on her hind legs, forelegs high in the air, ready to charge after Discord, only for the look to drop from her face when she saw where she had landed. Giving the area around her a paranoid glance, just incase her friends really were paying attention, she called out in a feigned desperation, "Oh no! I have fallen in and do not know if I can get out! I guess all I can do is drink _all _this hot chocolate!"

A quick glance around showed her that her friends didn't seem to mind. Or at the very least they weren't saying she couldn't. Taking the initiative, Pinkie dove right in to her own chocolaty paradise.

Back up on land, Applejack and Twilight had tried again to team up and herd Discord into Applejack's trap, only for him to either vanish or use some form of dodging that just could not be physically possible, like separating his top body from the bottom.

"Stop doin' that and fight fair!" Applejack called out in frustration as he reappeared with a mocking laugh for what had to be the tenth time in a row.

"Ah, but all is fair in love and war," Discord tisked as he ducked away from another spell from Twilight, "And I do believe that we now have a war on our hands!"

"One that you've lost!" a voice called from above, bringing a surprised look to the draconequus's face. For a few seconds he desperately tried to spot the only pony that flew to find nothing, when a speck blocked out the sun. He made to dodge out of the way, finding that his feet had been melted into the earth around him.

"Ah! Good show, Twilight," Discord whispered his congratulations. He had no time to fully think of a flamboyant retreat, as seconds later his world began to spin as he fell to the ground.

For what felt like forever Discord lay upon the ground before his vision returned to normal. Shakily looking around, he spotted Twilight Sparkle, Applejack, and Rainbow Dash slowly enclosing on his downed spot as though he were some large, dangerous predator. Which he was, but that was not the point.

"Well, girls," Discord growled as he slowly sat up, the ground around his feet seemingly dripping off like water as he removed them one by one from where they had been melted in, "I believe this has been a great warm-up."

"A warm-up?" Applejack looked nervously towards Twilight.

"But I have already stated that I have business to attend to," Discord stood tall again, towering over the ponies.

Rainbow Dash charged forward once more, still feeling strong from her hit she had landed not moments before, while Twilight watched warily from the back of the group. It seemed like Discord was just standing there, waiting to be hit, but the gleam in his eye told her that something else was going on.

Twilight's eyes raced around, looking for whatever trap Discord must have lain. Seeing nothing in the immediate area in front of her she looked up and gasped.

"Rainbow! Get away from there!"

"Wha-" Rainbow looked back at where Twilight was making such panicked cries.

"Bad move," Discord chuckled.

Suddenly the earth around the ponies shook as a massive tornado touched down in front of Discord's form. Rainbow Dash cried out in surprise as she was sucked into the massive storm's pull.

Applejack desperately sunk her hooves into the ground, her hat flying off her head into the storm. Yet no matter how much she tried to keep to the ground, her body was slowly being pulled up. Closing her eyes in fear she began to scream.

"I've got you AJ!"

Applejack felt a slight tug on her person and opened her eyes to see that Twilight was using the same spell she had used on Pinkie Pie not even minutes before acting as a tether for the earth pony. Around the unicorn in question was a purple bubble that debris and rocks bounced off. With a quick look around she gasped as she watched the cottage as a whole being removed from the ground and becoming part of the chaos all around them.

Up above Rainbow Dash was desperately trying to get her bearings and get out of the funnel of the tornado. A sudden strike to the head dazed her, as her vision swam for mere moments. Shaking her head to clear it, she could only stare in shock as Granny Smith in a rocking chair floated by muttering something about it "being a bit drafty today."

Rainbow shook her head once more and tried to concentrate on the tornado around them, flapping her wings as fast as she could to keep up with the storm. Soon items that had been whizzing around her were now looking as though they were standing still. With a determined smirk, she began to make her way out of the storm. Taking a deep breath she pushed into the clouds that made up the tornado and tried to keep to her path as the winds threatened to take her down once more.

The sudden brightness of the sunlight on her face was like a breath of fresh air. Looking down, she saw the chaos that the sudden storm was causing her friends. Twilight's dome looked like it was threatening to fizzle out at any second while Applejack floated helplessly from the magical tether. The tornado had moved over to the moat, where it was sucking in liquid from the moat and threatening to take one pink pony with it.

Pinkie Pie however was happily doing a backstroke that kept her one step ahead of the funnel at any given point in time, laughing in delight the whole while.

"Rainbow!" Twilight's voice was barely audible over the winds, "Can't you do something about this!"

Rainbow nodded down at the unicorn, turning in mid-air to fly in the opposite direction of the winds. Faster and faster she flew until finally all of the storm was removed. All around them all of the debris seemed to magically fall back into their locations from earlier, the ground shaking as the cottage as a whole just fell perfectly back into its spot. Rainbow Dash flew around a few dozen more times for good measure, taking a tangent to her flight path to land once more by the balloon.

"Well, that was interesting," Discord muttered from where he was eating popcorn on a tree branch from where the forest encircled his small getaway.

"Discord!" Twilight glared up at the draconequus as Applejack was finally placed back on the ground again in a dazed state, "Were you trying to kill us!"

"Weelllllllll," Discord rolled his tongue, not meeting the unicorns harsh gaze, "Not really...I had hoped to send you someplace else. You know how that one story goes; where the girl gets sucked up into the tornado and gets sent over a rainbow and-"

His drawling was cut off by a spell that went right past his mane, turning a nearby branch into an apple.

"Ah, on to other types of fruit transmutations, are we Twilight?" Discord laughed as he floated on his back off into the forest as though he were floating down a stream.

"Come on girls," Twilight growled as she chased after the Chaos Lord.

Applejack shakily began to follow, only pausing to grab her hat that had landed near the tree line, "Wait up, Twilight!"

Rainbow Dash stood tall, giving a glance of disapproval as she glanced at Rarity who climbed shakily from behind the balloon, still dripping wet from her swim in the moat not even minutes before.

"Rarity! Where have you been! We could have used your help."

"But you don't understand! My hair," Rarity sobbed as she looked up at Rainbow with makeup running off of her eyes, "All those countless hours of grooming and preparing! Wasted!"

"No. You don't seem to understand," Rainbow flew up above her, her eyes looking furious as she stared down the unicorn, "If we let him get away now, we could lose our _friend _forever! If you aren't going to help, you might as well go back to Ponyville!"

Rarity looked up at Rainbow as though she had been slapped. It wasn't like she didn't know that…but it was just all those wasted hours…..

"Oi! Pinkie! Hurry up! He's getting away!" Rainbow didn't bother to look the unicorn's way as she chased after their friends.

"On it!" Pinkie sang out, giving a quick salute as she jumped out of the chocolatey waters and with a quick shake was free of all the liquids.

Rarity just gave a teary sigh as she glanced away. Rainbow was right, she wasn't trying hard to help with the recovery effort if she was sitting here worrying about her hair of all things. Perhaps Discord had been right. Maybe she was a bad friend and didn't deserve her friendship with Fluttershy…..

"Don't worry, Rarity," Pinkie Pie's voice interrupted her thoughts. Looking up, she saw Pinkie Pie standing right before her, toweling off with a large blue towel that Rarity had definitely not seen amongst the items they packaged. "Rainbow Dash is just upset and probably won't recognize how big of a meanie butt she's being till later. I'm sure that she will apologize once we have Fluttershy back!"

"Maybe," Rarity gazed down in sadness.

"No maybes about it!" Pinkie Pie looked serious as she pulled Rarity's gaze upward, "You and Fluttershy have been best buddies for, like, forever now! You both enjoy sewing and colorful fabrics and dresses. Not to mention your weekly trip to the spa!"

Rarity could only look on in surprise. Pinkie Pie, despite the way she normally acted, was abnormally observant and quite right. No matter what Discord or Rainbow Dash were saying, she was a friend of Fluttershy. And she would rather give up her collection of sequins dresses than give up on that friendship!

"Now if that's all done," Pinkie smiled at the now resolute unicorn before her, "I think we have a friend to rescue!"

Rarity gave a small laugh as she looked at her friend. Always trust Pinkie Pie to make you smile.

"Oh, and by the way," Pinkie added, her face still holding that serious look, "Do you need this towel? You're moving about like a wet cat! And don't get me started on that make-up."

Rarity gave her a scolding look, grabbing the towel from her friend. On the other hand, always trust Pinkie Pie to state the world as she saw it.

* * *

"Concentrate on my friends. I will find my friends. Keep on moving. There are no awesome parties complete with balloons and-NO! Concentrate on my friends."

The soft voice whispered through the leaves of an usually quiet forest. Small creatures would come out to see what was foolish enough to make such noises in this dangerous of an area. Many would scamper away from the creature, but some followed for a while, judging their chances against it. While its form was small, it would have been a bountiful feast for many of the animals that called this place home. But so far they had all deemed it an unworthy fight, and ran off in search of smaller, more manageable prey.

Fluttershy, meanwhile, felt like crying. Her wings were burning, her legs ached, and her hooves looked cracked and damaged beyond all hope. She was certain that Applejack was going to throw a fit...at least, if Applejack was still the one running the boutique. Her head hurt to try and figure that all out right now.

So far her determination to find the rest of her group was working well, as it kept her moving forward and out of whatever that state of mind that curse put her in. Though as time slowly wore on through the afternoon, she felt herself begin to slip back into moments of party-frenzy as she had taken to calling it. She had thus far been able to fight it off, but who knew how long that would last for.

Looking ahead, she spotted a small creek that bubbled merrily along with lots of rocks. With a small cry of relief, Fluttershy rushed ahead.

Ten minutes later and the pony had happily had her fill and was now resting some of her hooves in the water. It was a welcomed break from the woods around her. Now that she was feeling a bit more refreshed she felt like she could come up with a better game plan than wandering aimlessly. She could follow the creek to wherever it ended. The chances of a town or house along it were greater than if she just kept running in any one direction. At the very least she'd then have water!

Fluttershy smiled at the thought of finally getting out of the forest, before a small frown marred her face. While her ultimate goal was to find her friends, she was still worried about Discord. Would he forgive her for leaving like she did? He really wasn't a bad guy. More just a guy who made bad choices.

It was during these musings that a new set of glowing red eyes appeared from within the forest. The sounds of a deep growl finally shook Fluttershy back into the now, making her glance around in fear. She had already had to deal with timberwolves! What could it be now?

Shakily looking over her shoulder, she spotted the massive form of a Manticore revealing itself from the woods. And without a second thought, Fluttershy screamed.


	16. Chapter 16: Into the Woods

**AN: BACK FROM THE DEAD!  
**

**But seriously, between a wedding and work, I've been busy. Here is the long delayed chapter.**

**And, as always, I don't own My Little Pony, and to Fairy Tail and Skyrim for their obvious influences.  
**

* * *

Chapter 16: Into the Woods

* * *

Discord had not made it far into the forest before Twilight Sparkle had caught up to him. He laughed loudly as he dipped and dived out of each of her shots, watching as each spell hit anything and everything that was not her intended target. Behind him lay a path of destruction as anything from stasis bubbles that froze random forest creatures to full transformations on the plants that changed into random inanimate objects like chairs and beachballs. It was every few spells that he truly had to watch for. Discord watched as another red tinted spell flew by his left horn leaving a scorch mark that smoked lightly on a tree. Yes, the unicorn seemed to have trouble deciding whether it was better to use the harmless spells to trip him up or these more destructive ones.

Discord was no fool. He knew that the unicorns, especially those with strong magical abilities, could cast very powerful and destructive magic. He had seen the whole Crystal Palace episode, had watched it happily from a small dimensional screen in his small castle cell, or what Princess Celestia liked to call a "bedroom." He had seen the dark magic that Celestia had shown the small Twilight Sparkle. The dark magic that was used to successfully solve the problems of the Crystal Empire and claim it for Equestria. It was dangerous and destructive, though it could be very powerful and seductive. Just look at what happened to King Sombra!

"Ah, but Discord," a smaller clone of himself appeared on his shoulder as he floated through the tree branches, "You really should stop reminiscing upon your unicorn trivia and concentrate on the present!"

"Quite right, you devilishly good looking fellow," Discord smiled down at himself as his small doppelganger blushed and waved off his compliment with a theatric flare.

Another spell flew at him, making the draconequus dive to the side. A small cry made him turn and look to spot his small clone caught in a small bubble, "Discord! Help me!"

"Ah, my apologies. But I do have places to be. Ponies to evade, a pegasi to find, ice cream storms for small townships, tea parties to enjoy...you know, the usual! Ta-ta!" Discord formally bowed to his double, then turned and slipped off into the woods like a piece of paper upon the breeze.

"And to think I helped get you out of an inner monologue!" the mini-Discord cried out as true Discord flew further into the forest.

Twilight arrived a few seconds later, cursing softly to herself as Discord vanished once more. Looking to the side, she spotted the mini-Discord. As she eyeballed her catch, the rest of her group finally getting a chance to catch up to the unicorn.

"Did we get 'im!" Rainbow asked as she flashed into the air above them. Applejack arriving right behind her gave the forest around them a calculated look before landing on Twilight.

"Thanks for leaving that trail for us, Twili!" Pinkie hopped into view.

"Wait up!" Rarities voice huffed as she stumbled out of the bushes behind Pinkie, "Really, does he have to keep running?" she paused for a gasp of air, "I'm all out of breath!"

Rainbow Dash shook her head at the white unicorn's antics while Applejack took the time to explain the importance of daily exercise and endurance. Spotting the glowing orb by Twilight, Rainbow flew close, poking at the containment bubble that held the small duplicate, "Is that really him?"

Twilight glanced at it for a second before she shook her head, "No. We need to keep moving."

"What do we do with this then?" Applejack stared at the duplicate that had taken to walking on the walls of its bubble with movements that mimicked that of a lizard.

"Can we keep it as a beach ball?" Pinkie Pie asked in an excited voice.

Rainbow Dash grinned darkly, "I like that idea. Hey Pinkie! Catch!" The pegasus tossed the "ball" into the air to serve the small bubble like a volleyball.

The mini-Discord cried out, "I'm not paid enough for this!" and vanished into thin air.

"Eek! Where did it go!" Rarity picking up her hooves nervously as she glanced around the surrounding area.

"It was a magical double," Twilight explained as she began to move forward again, galloping in the direction of Discord's booming laughter, "He won't be captured until we catch the original."

"Do you really think that your spell will hold him?" Applejack gave Twilight a worried glance out of the side of her eye.

The unicorn in question hesitated. "I really don't know," she admitted, "But that last spell held his double until the magic dissipated. So in theory it should work on him as well."

"So what's the plan then Twilight," Applejack asked, giving her a determined grin.

Twilight paused to look over at her friends, seeing only support and determination written on all of their faces. So far she had been so focused on just stopping Discord that she hadn't thought about planning. Which was silly now that she thought about it. She really was good at planning. Looking at the group before her, her mind started to devise a way to try and trap the Chaos Lord.

"Rainbow, Pinkie! I need you two to go ahead to try and stop Discord. Anything you can do to try and slow him down!"

"Got it," Rainbow said with a smirk before she disappeared, leaving only a rainbow trail behind to mark the path of her flight.

Pinkie Pie donned an army helmet and saluted, "Roger that!" Her pink form dove into a nearby bush and vanished, only to reappear seconds later in another shrub further down their path in an attack pose. Seeing that there was no Discord she ducked back down and appeared even further ahead in an overhead tree, hanging upside down from a branch. Once again seeing no sign of her target she dove up into the leaves before appearing even further ahead seconds later.

"How does she do that?" Applejack drawled out the rhetorical question as she watched the small earth pony vanish once more and reappear in inexplicable locations that nopony could honestly reach by normal means in that frame of time.

"Come on," Twilight looked at Rarity and Applejack, "I need you two to help me try and trap him."

"With what?" Rarity asked in confusion.

Twilight looked back at the other two that were accompanying her. They were too far from the balloon to honestly be able to use any of those supplies for a trap, so that left what they had on hand. Applejack had her lasso on her, and she and Rarity had their magic, but would that be enough? Twilight wasn't so sure. With a frown, Twilight took a moment to glance around the area she spotted some vines hanging from a nearby tree.

"Think you could make a net out of these, Rarity?"

"Well, it'd be a bit rough, and quite rustic looking," Rarity offered, studying the plants intently, before turning to look at her friends faces, "Just give me a few minutes. I will weave for you the most magnifique net ever seen."

"You have one," Twilight said.

Rarity gave a shocked look before nodding. Glancing at the collection of vines before her she began to use her magic to weave them together. They were running out of time, and she recognized the need to keep moving.

* * *

Discord laughed softly as he kept floating through the forest. It really was too much fun to mess with those ponies. They got so upset over the smallest of things. Was it really so mind boggling that he had a gingerbread house with a hot chocolate moat? And was it so bad that he liked to summon giant tornadoes as a defensive mechanism? You'd think ponies would just relax and learn to laugh already.

But now was not the time for laughter. Discord's face turned serious as he focused on the path ahead. Fluttershy had run off into the forest and needed help in one form or another. If timberwolves had gone after her last time, who knows what other creatures would be interested in a small, injured, if not slightly insane pony. He needed to think. If he was a pony who wanted to see a group of betrayers for himself, where would he go?

As he paused in his flight to muse over what his decisions would be if he spent his life as a pony versus a draconequus, Rainbow Dash finally appeared.

"Discord!" she cried out, wrenching him out of his thoughts, "What did you do with Fluttershy!"

"Ah, Shutterfly!" Discord smiled as his new nickname for the pony just seemed to rile her up more, "Here to fly right at me again? Perhaps a punch to the face? Or maybe you are here to drop rain clouds on me?"

"Shut it!" Rainbow growled out, "All I need to know is what you did to my friend! Give her back and I promise to make your beating quick and slightly less painful."

"Now, now, now," he tsked, "Is that any way to spread the word of friendship around? I thought your little gospel was supposed to be spread by going door to door with biker gangs that wore button-up shirts and khakis. Not through fist fights and back alley brawls."

This did not help the pegasus's mood at all, making her scream out as she flew straight in. Pinkie Pie arrived on the scene just in time to watch as Rainbow Dash flew around Discord's like a mosquito. And like a mosquito, only succeed in annoying the Chaos Lord.

"I do believe that we have gone through this song and dance one too many times," he said, his eyebrows twitching at the rainbow trails that were being made around his body. With a flick of his tail, he summoned a giant fly swatter and slapped Rainbow Dash to the ground.

"Rainbow Dash!" Pinkie called out, to the dazed pony trapped under the swatter, "Don't worry! Pinkie is here to help!"

"Ah, Miss Pie," Discord grinned at the bouncing pony, "It is lovely to see you again. I still leave the open offer of ice cream and candy ponds open."

"Really!" Pinkie asked in excitement before shaking her head, "I mean-Discord! What have you done with Fluttershy?"

Discord laughed at the conflicting emotions inside the pony, "Perhaps we can make a deal? You can-"

"Nothing you can offer is worth the price of my friendship," Pinkie gave him a hard stare.

"Finally decided on a side then, eh?" he frowned, "Well, it was worth the attempt."

"Give us our friend back or else!"

"Or else what?"

"Or else this!" Pinkie cried out as she pulled out her party cannon and fired. Discord was thrown back with the contents of the cannon, slamming into a nearby tree. Looking down, he saw his body covered in some form of a sugary concoction.

"Cake?" he asked as he tasted the confection that had hit him, "Cake?! CAAAAAAAAAAAAAAAKE!"

"And streamers and balloons!" Pinkie chirped merrily, bouncing around him over to her fallen friend. With a quick shove, she removed the bug killing device from her friend and helped her up.

"Indeed," Discord observed as he studied everything further.

"And for the afterparty," Pinkie cried out, revealing a giant red button that she happily pressed, "Ice cream!"

Buckets from the trees above dumped entire containers of the frozen treat on top of Discord's head, complete with whipped cream and a cherry on top.

"Pinkie," Rainbow stared at the mess in confusion, "Has anyone told you that you are one crazy pony?"

"Hmmmmm," the earth pony really considered her answer, "Maybe once or twice, but not very much. Why do you ask?"

Rainbow Dash rolled her eyes and looked at the goopy mess that now cluttered the clearing, "Where'd all this come from?"

"Well, you already know that I always have my party cannon ready in case of a party emergency," Pinkie informed, "And the ice cream from the balloon was melting anyways, so I thought what better time to use it since we couldn't have our "Welcome Back Fluttershy" party or even the afterparty in the time frame I had originally anticipated."

"Wait, you brought ice cream in the balloon?" Rainbow questioned, trying to remember when they had packed it on the balloon.

Shaking her head, she looked over to the pile that hid Discord from view, "Come out and surrender, Discord! We know you're in there!"

The pile of ice cream remained still, showing no signs of a living creature actually living within its depths. "Maybe he partied too hard," Pinkie muttered with a serious face. Rainbow gave her a long look before her gaze was brought back to the pile that started to shake.

"Get ready," Rainbow whispered, preparing to rush forward and tackle the monster.

Everything stopped shaking for a minute. All was still and quiet, when with a loud burst the ice cream exploded outwards with a small army of mini-Discords.

"Wha-" Rainbow gasped in shock before she was swarmed and tackled to the ground.

"Woo! Ice cream party!" Pinkie called out in laughter as she and a group of Discords began to play in the melting mess.

A few minutes later Twilight Sparkle walked in on the chaos. Studying the clearing, she could only wonder what had happened as Discords the size of her leg ran about everywhere. A small group worked at tying Rainbow Dash to the ground, while another skied down a hill that seemed to be made of ice cream. Pinkie Pie sat nearby having a serious discussion with one of his duplicates on the finer points of how vanilla could trump creative flavors like mint chocolate chip, especially when toppings were considered.

With a sigh, she gathered her magic once more to collect the Discords from Rainbow Dash. "Do I even want to know?" she questioned the weather pony.

"No," Rainbow started before she paused and looked at Twilight with a serious face, "Did you see Pinkie put ice cream on the balloon?"

"Wait. She brought ice cream?" Twilight asked, shaking her head in confusion, "Doesn't matter. We have a plan."

"About time," Rainbow smiled as she was helped up.

Twilight turned her focus from her friend to the packs of Discords all around them using her magic to sweep them up, adding to her now growing collection. A small group that sat at a table having a tea party, each in their own dress that only a pony like Rarity could appreciate, all shouted their protests at the interruption. Another that swung from a tree whined like an imputent child at the end of a trip to the park.

One by one they were collected, Pinkie Pie adding her own objections as the ones that were eating ice cream and supplying the variety of toppings were all removed.

"Now what," Rainbow asked, looking at the giant squirming pile of Discord's with distaste.

With a flash, the hundreds of duplicates vanished to reveal the true Discord, who laid upon his stomach looking down at the small group. "And I was having fun," he whined at them, "You really are a spoil sport, Twilight."

"Discord, get down here!" Twilight demanded like an impatient mother.

"Make me," he spit his tongue at the group.

"Rainbow Dash," Twilight signaled. The pegasus in question grinned as she began to swoop and dive at Discord like a sparrow trying to protect its nest from a hawk. Discord frowned, diving back as he tried to avoid the strikes to the back, all while attempting to remain out of reach of the ponies on the ground below.

"Rainbow!" Rarity's voice rose through the air, making her glance in her pause for a second in her attacks to spot the pony in question.

Applejack's lasso appeared in the air that Rainbow Dash occupied not even moments before, wrapping around a surprised Discord. He didn't even get time to comprehend what happened before he was pulled out of the sky. The sudden yank to the ground pushing the air out of his lungs with a soft huff. The downed draconequus tried to jump up and take back his position in the sky, only to crash back down as a net made out of forest vines wrapped around his body with a ghostly blue glow.

"Magnifique!" Rarity happily trotted into the clearing, "I said I could do it."

"And indeed you did," Applejack smiled at the unicorn, while turning back down the path where Twilight and Pinkie Pie were making their way over, "We got 'im, Twilight!"

"Good!" Twilight called back as she ran to catch up. She didn't even give it a second thought as she once more used her magic. With a purple flash, Discord found himself inside a purple bubble, cutting him off from the outside world.

"Now Discord," Twilight smiled at the squirming Chaos Lord, "I do believe that we asked you a question."

Discord opened his mouth to snap a witty comeback but wasn't able to get a sound out before he was interrupted by a scream pierced the air. Everyone in the clearing froze at the terrified sound. It was too familiar and too well known to be anypony else.

"Fluttershy," Discord whispered, his eyes widening as he struggled more with the netting. It was only random vines and weeds that were weaved together in a very rough, if not, in his opinion, very stylish way. What had these ponies added to this thing that it would not break?

"Was that Fluttershy?" Pinkie asked, her eyes twitching to each of her friends in fear. The rest of the group had the same look of shock upon their faces.

"You-you MONSTER!" Rainbow Dash cried out as she flew right at Discord's prison. She hovered like a hornet, wishing she could punch him in frustration, "What did you do!"

"Rainbow Dash! Calm down!" Applejack scolded, trying to get the furious pony down before she did something foolish. They still needed Discord, and she wouldn't put it past Rainbow Dash to say or do something that would give the draconequus reason to not cooperate.

Rainbow looked at them with a ferocious glare, "HE left Fluttershy, alone, probably defenseless, out here in _these_ woods! I refuse to calm down until she is safe!"

"If ya don't simmer down we won't be able to find her because we will be too busy keeping you from doin' anything stupid," Applejack stepped forward, giving the pegasus a strong look.

"This is all well and good," Discord's voice interrupted their conversation with an air of nonchalance, "But I do have places to be that are not here. Or with you. Or in ropes, or vines, or whatnot. So if you would not mind…." As Discord gave an expectant shrug at the netting around him and a nod to the force field the rest of the group looked at him as if he had grown a second head...which he hadn't done since last Tuesday, so they would just have to deal with it til he had a better time to do so!

"How do we not know that you put her in this danger to begin with!" Twilight glared at the draconequus.

"Oh, please," Discord rolled his eyes at the group, "Like I would remove someone I was trying to protect from your group and just put them in a dangerous situation on purpose? I like to cause havoc, but I'd prefer it if there was less blood and a teaspoon more insanity."

"Then why is Fluttershy out in the woods and not back at your precious cabin?" Rainbow shot back with an accusing glare.

"It's a cottage!" Discord objected, looking away with a huff, "And not that it's any of your business, but we happened to have a disagreement on a particular topic of conversation and she ran off right before your little group of "harmony" invaded. Thanks to _your_ interference, I was unable to stop her from disappearing into the woods. And now she is once again in danger thanks in no part to you."

"Right...she "ran away." And we are supposed to believe you?" Applejack gave him a long look, the others nodding in agreement.

Another small scream pierced the air, prompting Discord to sit up straighter and give them a long look, "Believe me or not, your _friend_ is still running around out there; alone, injured, and going a little insane from a certain somepony's spell. Let me go so I can go save her!"

"Can we really trust him, Twilight," Rarity asked softly, glancing at her friend, "He doesn't exactly have a track record of being trustworthy."

"Of course not!" Rainbow Dash added her opinion, "I say we leave him here and go find Fluttershy."

"But he could be useful," Applejack reasoned, "If we let him go, he could stop whatever this thing is that has Fluttershy!"

"True," Pinkie pointed out in a moment of clarity, "And then we could swoop in and just take Fluttershy away while he's busy!"

"I don't know," Rarity frowned, "That does not seem very sporting. Not to mention it would just make Ponyville a target all over again!"

"Sporting?" Rainbow rolled her eyes, "He's the monster that took our friend away and was trying to brainwash her into being his personal best friend forever. I don't think he has been playing fair to begin with!"

"Well at the very least we could prove ourselves to Fluttershy by taking part in fighting this beast that is after her! Anyways, I just don't think it's right to leave him out here like this," Rarity offered.

"Not to mention that he'll probably find a way to escape after we leave," Applejack muttered. At the looks the rest of them gave her, she defended herself with a, "Just bein' honest! He'll probably be followin' us within a minute after we leave!"

Twilight took all of her friends words into consideration. They were all right in their own way. Discord could not be trusted. Period. There was no way they could trust him to be left alone or to help them rescue Fluttershy from this unknown danger without becoming the danger himself afterwards. But he was resourceful and would make a powerful ally. Discord had to know these woods and its inhabitants to some degree if he was willing to live here, and that could make a good guide. And no matter what they all thought of him, Fluttershy had been able to reach out and find some semblance of sanity in his insane mind. Twilight had the distinct feeling that Fluttershy would never forgive them if they left Discord for dead out here in the woods once they got her back to normal.

"How about this, Discord," Twilight finally put her attention back on the draconequus, who immediately poofed away the nail file he had been using to cut the vines, as well as all the broken files on the floor of the bubble from the previous failed attempts, "We let you go-"

Interruptions spouted from all around her as her friends made various levels of protests.

"We just captured the guy and you're going to let him go!" Rainbow fumed, summing up what all the others were thinking. Twilight gave her a look, begging the pegasus to trust her. Rainbow just sighed and muttered, "Fine, but if we lose Fluttershy due to this, it's on your head."

"As I was saying, we will let you go and we will _both_ fight whatever this thing is. Then, once our battle is over, we'll let Fluttershy choose who she wants to go with."

"I don't know," he hummed, wishing that he could stroke his chin in contemplation. Seriously! What had they made this net out of! Adamantium?

"Listen, Discord," Twilight looked him directly in the eye, "I don't like you and you don't like us. And that's fine with me. But no matter what we think of one another, Fluttershy is a friend to both of us. Neither of us want to see her hurt in any way. I know that Fluttershy was able to see past all the suffering and chaos that you caused ponies over the years and made you see what true friendship could be like. All I am asking is for you to put aside your dislike of us so we can all rescue Fluttershy and make sure she is safe. Whatever happens later will happen later. For now we should focus on our friend."

Discord felt conflicted. While Twilight Sparkle was right, he really didn't like them, he couldn't deny that this was not what Fluttershy, sane or otherwise, would want. Oh! And here he had wanted to destroy them in the most chaotic fashion possible and bring them over as a welcome home gift for Fluttershy!

"Is this really what Fluttershy would have wanted, Discord? Her friends fighting against one another?" Twilight pushed as she watched him turn thoughts around inside his head.

"Confound you ponies with all your friendship and reason!" Discord muttered before looking back at the group, "Fluttershy would not want this-this infighting amongst her friends. Fine. You have yourself a deal Twilight. We will work together to rescue our..._friend_. But once this is all over, I promise you that she will go with me."

"Whatever you say, Discord," Twilight said in disbelief as she ended the spell on the protective bubble around him. The draconequus smiled wide before he face planted into the ground below.

"A little help here," he mumbled into the ground as he struggled against the netting.

Pinkie Pie hopped forward once more, "Only if you still have your offer open from earlier!"

"Fine," Discord huffed as he twisted his head backwards to look at the pink pony, "We can negotiate later! Just get me out of this thing!"

Pinkie squealed in joy before she started tugging at the netting only for it to snap back into place. Each tug brought a note of complaint from its victim as they were unable to remove the netting.

"What did you do to this thing, Rarity!" Pinkie called in frustration.

"Give it to me," Applejack sighed, walking over and trying to undo the net. A minute later she stood there confused at the whole mess of vines. "What _did_ you do to this thing!"

"Oh really," Rarity rolled her eyes at their antics, "You weave together three different types of vines to make flower patterns across the whole net and you act like you cannot get it apart." The blue glow of magic surrounded the net and seconds later it fell away from the downed draconequus.

"How did you do that!" Pinkie looked around in amazement.

"Must be crazy proof," Rainbow quipped above the group.

"Hey! Who you callin' crazy," Applejack frowned up at the pegasus.

"Yeah," Pinkie defended, "I can understand those two! But me?"

"Crazy? Moi?" Discord smirked, "Why? That would be...madness!"

"Well this bonding time is great and all," Twilight gave everyone a frown, "I do believe we have somewhere to be?"

"Ah, yes, my apologies Miss Sparkle," Discord bowed low, "Your orders?"

"Rainbow Dash, Discord," Twilight looked at the two, "I need you both to take to the skies and see if you can spot either Fluttershy or whatever this thing is that is chasing her."

"You want me to go with me to go with the pony that distrusts me the most?" Discord asked with a raised eyebrow.

"Exactly," Twilight gave him a hard glaze, "She is least likely to fall for your tricks. Not to mention we will be down here watching you! So don't think you can just run away at any time!"

"I still have my net," Rarity added with a smirk.

"Ah, I see what you mean," Discord blinked with a serious expression before giving a wide grin. Grabbing the blue pegasus close, he shouted out, "Come here buddy! We have a job to do!"

Shouts of protest fell upon deaf ears as they shot out above tree line.

Twilight watched them before sitting down in a huff.

"You doin' ok there, Sugarcube?" Applejack asked as she watched Twilight's exhausted form taking deep breaths.

"You've been casting a lot of spells, darling," Rarity looked at her with concern, "Are you sure that you can keep going?"

"I'll be fine," Twilight gave her friends an exhausted smile, "Just a little bit longer, right?"

"Hey, guys!" Rainbow Dashes voice floated down. Looking up they spotted the pegasus hovering above them.

"And here I thought they were all girls?" Discord's voice oozed a false innocence from over the trees.

Rainbow glared over her shoulder, "You know what I mean!" Settling her gaze back on to the group below, "We spotted something moving up ahead, but it's a ways off. We need to get moving if we want to catch up!"

"Lead the way," Twilight nodded at her as the group ran off into the woods once more, each hoping that they were not too late.

* * *

Fluttershy ran as fast as her hooves could take her. She had initially tried to calm the large beast with a small joke and an offering of balloon animals, before she remembered that all the balloons were left back at Discord's cottage. Her mind began to think of all the items she had been forced to leave behind, distracting her from her immediate surroundings. It was only when the creature began to make deep rumbling growls that she saw that it had moved from its initial spot and was now hulking above her small form. With a shake of her head she tried to remove the stray thoughts of party supplies and finally let survival instincts take control. She turned and began to run, trying at first to stay along the small creek's shore, before she realized that the creature would be able to follow her without any issue, even if it stopped for a break. She had to make a choice, stay on the path that could lead to salvation and other ponies with risk of never being able to hide for the creature that would most certainly kill her if given the chance, or run into the woods to maybe hide from this-this jumble of animals yet possibly get lost in the forest in the process. She juggled both thoughts for a minute before she finally dove back into the bushes that lined the shore area.

Branches and barbs from the various plants bit into her skin as she ran, cutting into her coat and catching her hair and bandages on occasion. Occasionally they would brush against her wings, making her wince in pain. Worries flooded her mind of what sort of injuries she might have been adding to her already extensive list. Each burst of pain from her wing brought about this inner fear that she might never be able to fly again. Was it not already good enough that she couldn't even fulfil her destiny as a pony of laughter and parties? Was she doomed to be a flightless pegasus too?

Shaking away all the dark thoughts, Fluttershy tried to look at the changed landscape around her. The terrain was beginning to go from that of a lively green of a garden to the rough grey of rocky boulders as they neared a small mountain. Even the trees had seemed to have sacrificed their bountiful green leaves to match the dreary landscape. Their long branches desperately reaching for the sky as if to beg to be removed from this harsh reality, asking for one more chance at life and to sprout new blossoms. But whatever deity may have watched down on them at one point seemed to have had other ideas in mind, as the only growth that came for them were the thorny vines that hung all over their fallen figures, as if they were working at consuming their ghostly forms.

If Fluttershy had the time to really see the place she would have steered well away from its nightmarish landscape. But she did not have the liberty of time for that now. She needed to run!

And run she did. She dove under low hanging branches and ran under small openings in the fallen trees, hoping to lose the large beast that could not follow her through the narrow paths. But the Manticore would navigate around these obstacles with ease, or worse, just fly over them almost crushing the small pony under its mighty form each time. Looking over her shoulder she saw that the Manticore kept pace with her, it roars becoming more frantic as it saw it's prey getting away. Fluttershy let out a small shriek as she tried to run faster, almost losing her footing as she slid across a moss covered stone. She internally scolded herself at her lack of concentration and pushed herself onwards.

Ahead she finally spotted something that could work. A small hole in mountain revealed a cave just small enough for a pony of her size, if she could reach it before the Manticore spotted it. With a burst of determination, the pegasus jumped into a large hollowed tree trunk, running through its depths to get closer to her goal. The Manticore gave out what sounded like a whine as its claws scraped at the fallen tree. Fluttershy just kept moving, emerging from the other end and slid into the small opening of the cave.

Taking a few deep breaths, she slowly leaned her head around the corner of the cave to see what had happened. She could only stare in confusion when she spotted the Manticore still out by the log, giving out long, crying mewls as it stared at her from outside the cave. It sounded almost...sad. Why would the creature that was chasing her and hunting her down be sad? _Because it lost its meal_, her inner voice tried to reason, yet she couldn't be so sure. The large lion eyes that tracked her seemed to look at her with familiarity, as though it were trying to convey some message that she just couldn't understand.

Fluttershy shook her head. This was giving her a headache. It was as if one moment she could hear it and understand what the creature was saying, and the next her mind would dive back into laughter. It was confusing and conflicting. She was tired, oh so tired, of all of these emotions and this constant laughter and drive to make others laugh, it was deafening.

As she got her thoughts back in line again, she realized that she needed to move. The Manticore might not be after her right this moment, but she didn't know when it might just work up the courage to chase her once more. With a sigh she stood up and began to walk further down the narrow path. It wasn't long before the path opened wider, giving her more room to move.

It was a few minutes later, as she was moving down the tunnel, that she realized that she could still see. And that everything seemed to have a blue-green shimmer to it. Glancing to the side she saw some sort of cave fungus that gave a light blue luminescent glow. It was giving just enough light to make footing possible for about a foot from the plant itself, but not enough to explain the green hue all around her.

As she went around another bend, she spotted a rock that was covered in the green glow. Hesitantly she moved closer to it, finding it was covered in some sort of slime. The soft sound of something gelatinous dripping and falling caught her ear, making her gaze up.

Breath froze in Fluttershy's chest as her gaze remained upon the ceiling of the cave system. No wonder the Manticore had stopped chasing her.

Fluttershy had run straight into a changeling nest.


	17. Chapter 17: Old Friends

**AN: It's the holidays! Happy whatever you celebrate!  
**

**I don't own My Little Pony, nor the influences from Spaceballs or Skyrim.**

**So enjoy!**

* * *

Chapter 17:Old Friends

* * *

Discord and Rainbow Dash led the group on a winding path through the forest and up one of the nearby hillsides. From up ahead they could hear the loud thumps and whining of some large creature. While Discord looked calm, the others were starting to get worried looks on their faces.

"Rainbow," Twilight called up to the pegasus, "Slow down a bit. We should try to go in quietly and see what this thing is. Assess the situation before we go charging in."

"Oh, but that is Shutterfly's favorite thing to do!" Discord said as he floated on his back in circles around said pegasus.

"Hey, don't think that just because we are working together right now that you aren't getting a butt whooping later!" Rainbow growled out to the draconequus.

"I'm so scared," he said flippantly as he made one more pass around her.

"You two simmer down!" Applejack scolded the two enemies from down below, "I think we have more pressin' matters at hand here."

"Yeah, you two can fight later," Pinkie yelled up at them with a frown, "We need to be quiet! Twilight was wanting to be stealthy as we went to fight this monster!"

"Thank you, Pinkie," Twilight said with sarcasm, eyebrow twitching at all of their actions.

"Well, in-cog-nea-to it is," Discord cried happily, making sure to enunciate each syllable of the word in a long and mocking fashion. In a flash, the whole group was wearing camouflage and face paint that blended in with the surrounding environment with the exception of Discord, who had donned what looked akin to a ninja suit.

"Oh my," Rarity frowned as she looked at the new clothes, "While I don't mind the pattern, I could do with a different collection of colors."

"How come he gets to be a ninja!" Pinkie whined, her eyes glowing at the thought of surprise party attacks in such an outfit.

"We can look at the new fashions later," Twilight jumped in before Discord could start messing with everything any more than he already had, "Now lets keep things quiet and stick together. We don't know what this thing is!"

Rainbow Dash gave a salute, which Pinkie mimicked as she appeared next to her. Seconds later Discord appeared next to the earth pony giving his own salute, albit in a mocking form. Twilight rolled her eyes at their antics and shuffled through some shrubby brush and past some fallen trees to see what was making all the ruckus.

Seeing nothing in her immediate sights, she slinked forward some more, trying to keep some form of cover between her and whatever lay ahead. Applejack followed close behind, doing much the same thing, while the rest of the group just tried their best to follow in their hoofsteps.

The sounds slowly grew in intensity as they edged around another boulder, only to stop when Applejack gasped. Everyone stopped to look and spotted the back of some large creature with wicked looking wings and a tail they couldn't quite make out.

"I don't know what that is," Rarity whispered, "But I really don't want to give it the chance to know me."

"Now girls," Twilight whispered, trying to calm them down, "We don't know for certain that this creature has Fluttershy yet, so we should wait and-"

"HEY YOU!"

Twilight gasped softly as she looked up at where Rainbow Dash had yet again flew straight into danger to challenge what she deemed was her next opponent.

"Ah, dear Shutterfly has gone awol again," Discord smirked, summoning a beach chair and umbrella to watch the show. Ripping off his ninja outfit he now wore beach wear, with a floral printed shirt, swim trunks and sunglasses. Laying back, he pulled a bag of popcorn from behind his back and began to munch away.

"Rainbow!" Applejack hissed out, "What are you doin'!"

"Where is my friend," Rainbow now hovered in front of the large creature with a glare. Her eyes went wide as she turned her head, her mouth opening wide to call out to her friends but could not get a word out before the creature pounced on her small form. The tackle to the ground sent a large dust cloud into the air around them, blocking Rainbow Dash from view.

The group all shouted in fear when the Pegasus disappeared under the hulking beast. Rarity promptly made a show of fainting, while Twilight Sparkle and Applejack dashed forward to try and rescue their friend. Pinkie Pie stood behind, aiming her party cannon at the large creature. Discord simply laughed uproariously, spilling popcorn everywhere.

As the dust slowly settled they watched for an opportunity to rescue their headstrong friend. All their anticipation turned to confusion as they heard Rainbow sputtering out from the cloud, "Wha-! Hey! Stop that! I kno-eeew!"

A small gust of wind pushed the rest of the cloud away leaving the group in shock as the form of a manticore, a very happy manticore, hovered above their friend. Its excitement evident to all as it happily wagging its tail, covering Rainbow Dash in drool as it licked her face. Rainbow, effectively held down by the large paws of the creature, could only shout her discontent.

"Well that was unexpected," Discord muttered as he lowered his sunglasses to stare in surprise.

"A friendly manticore?" Applejack frowned, "Now why does that sound familiar?"

As the group got closer, the Manticore turned to spot the rest of them. Mewling its delight at seeing the group of them it released Rainbow Dash from its grasp. The pegasus didn't waste a minute before she shook herself clear of the slime that the creature had covered her in and flew back over to her friends plus Discord.

"Oh, Rainbow Dash," Discord cried out with a false enthusiasm as he plucked the small pony from the sky to give her a hug, "I was so worried!"

"Yeah, sure," Rainbow said sarcastically, struggling for the second time in a minute to get out of a crazed creatures grip, "Some help you were back there."

"Oh, here I thought you didn't want me here," Discord gave a mocking smirk, "Anyways, from where I was sitting you seemed to have it under control."

"Under control," Rainbow parroted in annoyance, ready to punch the draconequus. A quiet growl stopped her in her tracks.

The sound of the Manticore moving around and whining caught the attention of the group. As it bounced back and forth with low mewls and soft growls. Twilight Sparkle found herself being nudged across the stones and boulders in the direction of a nearby mountainside.

"Wait! Hold on a second," Twilight protested at each nudge as she kept trying to get a good look around the area to see what the problem may be.

"What is it saying?" Applejack asked with a frown at the frantic Manticore.

"Where is Fluttershy when you need her," Rarity muttered as she shakily stared up at the terrifying creature.

"Oh!" Discord exclaimed in excitement, "You did? Is she up there?"

The Manticore hopped back and forth like an excited puppy when Discord talked to it, pausing only to give more whines and glances towards the rock area ahead of them.

"Yes, yes. She is a bit out of sorts right this second," Discord conversed, "But I completely understand your excitement!"

"Wait a minute," Twilight frowned, "You cannot seriously be telling me that you understand this thing!"

"Au contraire," Discord laughed deeply. Donning scholar robes and a hat, he opened a screen from the air that displayed a large family tree. The rest of the group gasped as they suddenly found themselves in desks, including a giant one for the Manticore.

"See here," Discord pointed further up the screen from his smiling avatar at the bottom, "My great-great-great-grandmother had a father who had a brother who had a sister who had a cousin who had an uncle who had a-"

"Can we get on with this," Rainbow Dash's annoyed voice rose up from the back.

"Hmph," Discord frowned sadly at the interruption, "Well, since you are so impatient, my great-great-great-great-great-great-great-great-great-grandauntie, ten times removed of course, happened to be a manticore!"

"So what relation does that make you to this one?" Pinkie asked.

"Absolutely nothing!" Discord chirped happily as his props disappeared with a soft pop dropping all the ponies and creature upon the ground, "But it does make it easy for me to understand manticores without having to learn another language!"

"As much as I would love to discuss everything that is wrong with that statement, what did the manticore say?" Twilight Sparkle gave a frustrated huff.

"It seems that he recently saw Fluttershy."

"What!" the group of ponies shouted out, making the Manticore jump back and growl.

"Calm down! Calm down!" Discord demanded to everyone in the area, "He says he recognized Fluttershy from before. Something about a thorn and a paw…."

"I thought so," Pinkie smiled up at the creature.

"How could you tell?" Applejack asked in wonder.

"Well if you look really closely at his mane, you can see there is a slight clip on his right ear," Pinkie pointed out, "Not to mention that he was already best friends with Rainbow Dash!"

"Either which way," Discord continued, "He is quite upset that Fluttershy ran when she saw him. They had been so close all the other times they met, he didn't understand why she ran in the first place!"

"Other times they met," Applejack repeated, "I thought Fluttershy was deathly afraid of that forest."

Pinkie giggled softly. As the rest of the group gave her questioning stares she explained, "See, it's funny as she lives right on the edge of the Everfree Forest."

Rarity rolled her eyes at Pinkie's soft giggles, adding, "Well, she has told me that she has gone in there before to talk to Zecura. Maybe she would check on some of the forest creatures during that time."

"Could be," Twilight mused over their small mystery, suddenly freezing in place when something snapped into place, "Wait, what do you mean that he remembered meeting her before?"

"Well, duh," Pinkie scoffed, "We all meet this particular manticore in the woods when we all first met and went after this one pony called Nightmare Moon. We all had a great time! We laughed and sang and we ran through a forest together. And here I thought we already explained all this!"

"No-no," Twilight backed up, "You see, when I cast my spell, all the ponies in Ponyville, including all of you, were convinced that everything was normal with the changed cutie marks. That Applejack was supposed to be making dresses and Pinkie Pie running the Apple Family Farm. Remember how Cherry Berry was when we asked about the balloon. It was like everypony except for me and Spike were affected by the spell."

"Well that's just odd," Discord hummed with a raised eyebrow, "I don't recall ever thinking for a second that anything was normal about how I found changed marks upon sweet little Fluttershy. As a matter of fact, I had to try to convince her of otherwise! Kept mumbling something about Rainbow Dash changing me or whatnot. I thought it was a poor attempt at pony comedy."

"So you weren't affected either?" Twilight asked with a frown. Her eyes darting back and forth as she contemplated what just happened when she cast that spell. She had theorized that she and Spike weren't affected due to their proximity to the Elements of Harmony, but perhaps it was something else. Something related to magic perhaps?

The distressed whines from the Manticore snapped her back into the present as it looked desperately up at Discord. The draconequus in question froze for a second as he listened to it's words, asking soft questions of "what" and "explain" in the middle of the creatures monologue. A feeling of foreboding washed over Twilight.

"What's he saying?"

"This isn't good at all," Discord frowned, his happy mood from seconds ago gone, "He said that Fluttershy ran off in the direction of a tribe of what he called "shadow ponies." Something about buzzing sounds and a loss of...oh, where is a good translation?" Discord pulled out a small dictionary that he flipped through before offering, "Livelihood?"

"Shadow Ponies?" Applejack questioned, trying to think over what the creature could be suggesting.

As the Manticore continued on with its frantic noises, Discord translated, occasionally turning the pages in the book before him, "She ran through the trees and disappeared between the...rocks? Ah, sorry, cave. She was headed right for the shadow ponies. They are...vicious!...and already destroyed a...tribe of cats. She is in much danger!"

"How did they destroy this-this tribe," Twilight asked, trying to understand what was being said. She felt like she should know what was being implied, but couldn't quite put the puzzle together in her head. Like one particular piece was missing to make the whole image make since.

"They drain the happiness and change their-"

The group looked at Discord expectantly who had paused, color literally draining from his face, leaving him as a black and white form upon the mountain side. With a shaky whisper, Rarity pushed, "Change their what?"

Discord's eyes danced over at the ponies before him, like he wasn't really looking at them but somewhere else. Finally his eyes rested on Twilight with a worried frown, "Change their appearance."

"Changelings," the purple unicorn gasped in realization, "Fluttershy ran right into a hive of changelings!"

* * *

Fluttershy shakily looked at her surroundings. Up above her were the hexagonal-like patterns that marked out an encampment for the changelings. Each opening held a small space that seemed to be big enough for a single pony. An unearthly green glow emanated from strange crystals that hung from the roof of the cave while the strange cave fungus added an eerie blue to the mix. Up above was the buzzing and scampering of dark figures across the ceiling. Celestia only knew what they were doing here.

Taking a shuddery breath, Fluttershy tried to slowly back up and out of the cave. She would rather take her chances with the Manticore than a hive of changelings. Keeping an eye on the dark forms she carefully tried to retrace her steps. For once it seemed she was in luck. None of the creatures seemed to be following.

With a sigh, she turned around, coming face to face with the large form of a changeling guard, its glassy eyes glaring down at her. He stood taller than that of regular changelings and wore armor that matched the eerie glow of the crystals above. His helmet housing many spiking protrusions added what looked like spider mandibles to his already frightening face.

"And what is this," his voice came out smoothly with a strange chittery hiss that sang behind each word, "A lost pony?"

Taking a deep breath he closed his eyes, before letting out a sigh, "And one so filled with swirling emotions…. What would bring a Daughter of Celestia all the way out here?"

The changeling leaned in close, the slight twitch in his eyes betraying the fact that he was studying her form. Fluttershy gasped in slight fear as she shuffled backwards, stumbling into more changelings that now blocked her path, each with their own official looking helmet that looked menacing in the low light. The changeling who spoke to her watched her actions closely. After a minute his eyes began to widen in recognition. His face marred into a long sneer as he looked at her.

"Yes, I recognize you," he hissed, "You were there at the wedding."

Fluttershy whimpered as she shrunk down as far as she could away from the creature. She felt like melting into a pile of quivering goo. Her heart began to beat erratically as she began to feel dizzy. It was almost as if she was watching a movie of her own life instead of being in it. As her breath began to come out in light, frantic huffs, she began to hear the distant sound of frenzied laughter.

_Oh no,_ she thought desperately to herself, _I can't lose control here! Not now!_

The changeling studied her form with an icy glare, waiting for a response of some kind or another. But the pony just kept shaking, her eyes not focusing on him or the changelings that were surrounding them. Keeping his eyes glued to her small shivering form as he called out, "Midge!"

A changeling fell from the roof of the cave landing next to him, wearing the same helmet as the rest of the group, "Grab Coxa and check around the area. Make sure this one did not bring any friends with her."

With a quick bow the changeling dubbed Midge made a sharp click at the ceiling. Receiving an answering call, two figures made their way out of the cave opening and out of view.

"Why are you here pony?" the commanding changeling demanded of the small quivering form before him, "What mission would bring you out here to the forest? Who is with you?"

But she didn't answer.

She couldn't answer.

She was too busy trying to not lose herself in the laughter that was ringing in her ears. All around her she would see flashes of colors from a decorated landscape that only her mind could perceive. Balloons hung from the ceiling, guest adorned with partyhats, and confectionary treats lined the walls of the cave for split seconds at a time, making the world bright and cheery before it would change back into its normal, dreary form. Fluttershy gasped in frantic breaths as she struggled to stay calm and in the moment. It took a great effort to even be able to actively hear what was being spoken around her. She couldn't afford to lose herself to this insanity right now.

A mad giggle escaped from her lips for split second, making Fluttershy gasp and quiver in fright. All around her the changelings released pleased hisses.

"While your fear is...delicious," the commander muttered, his gaze averted away from the trembling ponies face. He breathed deeply, like that of a creature that had not been fed for a month. Fluttershy squeaked as his eyes snapped open and landed on her once more. "That is not answering my question however. Why are you here?"

"I-I...I'm not!" Fluttershy stuttered out as she tried to remember how to speak. Her tongue felt numb and heavy with each word she tried to use.

"Commander Chalcid," a voice interrupted her. One of the changelings from earlier, Midge, landed next to the large commanding changeling that was questioning her. She tried to listen to what was being said, but their voices had descended into harsh whispers that Fluttershy could not interpret over the roaring sounds of laughter in her ears.

"I see," Commander Chalcid muttered as he turned his attention to the small pony. Smiling darkly he moved closer, "Your _friends_ from the wedding are on the way over now with a creature my soldiers cannot identify."

"What," Fluttershy snapped her head up, her voice coming out strained, "Y-you mean Twilight...and Rainbow Dash and-and-and everyone are on their way here?"

Chalcid waved the question aside, "I care not for what their names truly are. You and your...group are giving me a great opportunity here."

Fluttershy glanced up as the world around her threatened to spin out of control. Her eyes would not focus on any one spot and reality seemed to be slipping away.

"You see," Chalcid continued on as though nothing was wrong, "After our humiliating defeat at the hands of you ponies, our hives have become the laughing stock of conquerors all around the globe. Your untimely arrival will give us the perfect chance to win back some favor with our Queen and extract some well earned vengeance."

"V-vengeance," Fluttershy's question came out as little more than a breath.

"Why, yes," the changeling smiled a chilling grin down at her, "If I do recall, your group was part of the reason we suffered such a hard defeat in Canterlot. Our beautiful Queen worked so hard only for your group of _ponies_," he spat out the word, "to delay us long enough for you to cast your magics and spells. Now we have to hunt for our food each day. Our colonies starve. Larva barely grow at all! Their metamorphosis is delayed and their development is stunted. All because of you _ponies_."

Chalcid's face descended into a ferocious sneer as he spoke. His eyes glancing off into some far off distant memory. A fierce glare took over his face, making Fluttershy shiver. She could understand the anger the changelings must have felt at such a humiliating defeat at the hooves of an enemy that by all rights should have been easy to defeat with their powers. But it wasn't as if she had intended to personally see to the decay of their species.

"But now," his voice cut Fluttershy out of her musings, "Now we have a chance at revenge. True, you and your group may not have been the ones to cast that spell that permanently evicted us from Canterlot, but you were part of the group that was there to stop us from our goal.

"And that," his voice descended into a whisper as he moved his face close to hers, "Is unforgivable."

Fluttershy quivered on the ground, trying to stand up straighter. Her friends were on their way here. They were in danger. And it was all because of her.

"What," she started to say, pausing to shake her head and try and get the world back in order again, "What are you going to do?"

"Why, dear Child of Equestria," Chalcid stopped to look at her with a dark smirk, "My troops are going to have a feast tonight!"


	18. Chapter 18: Mowing Down the Competition

**AN: It's late. I'm tired. Here's a chapter!  
**

**I don't own My Little Pony, and I'm not earning money from this, sooooo...yeah!**

* * *

Chapter 18: Mowing Down the Competition

* * *

Twilight slowly peaked around the edge of a fallen tree's roots to look at a slight crack in the rocky face of the mountain. From her hiding point she could see a few changelings twitching back and forth, eyes glancing around the immediate area for more intruders.

"My vote is to just run straight in there and cause as much havoc as possible," Discord said from where he lay upon the ground with binoculars next to the ponies.

"As much as I really hate to say this," Rainbow Dash groaned from up above Twilight where she poked her head above the fallen trees trunk, "I agree."

"Oh, and I thought this day would never come," Discord dabbed at fake tears with a handkerchief.

"I'm only agreeing as it will bring Fluttershy home faster than if we just sat here," Rainbow growled.

"And I thought we were friends," Discord pouted.

"Will you two knock it off," Applejack growled, "I'm starting to get sick of playing sheriff between you two!"

"Can I be sheriff then!" Pinkie asked in excitement.

"No," came the collective response from the rest of her friends.

As Pinkie frowned, Discord chuckled out, "Well, I may have a position open after I finish with Ponyville's remodel."

Twilight ignored Discord's comment, he was only trying to agitate them. And judging by Rainbow Dash's glares, it was definitely working. Turning to face the rest of the group she began to make a plan for what was up ahead.

"Perhaps if we can send out a small group to distract the front group, we can send in a team to get Fluttershy out of there."

"Sounds good to me," Rainbow smirked, "I am more than willing to bash some skulls."

"Good, cause I want you to go in with me to find Fluttershy while the rest of you-"

"Wait a minute," Discord interrupted, "You expect me to stay out here while you go in and sneak Fluttershy out the back. No deal."

"Discord," Twilight sighed, trying to reason with the draconequus, "First of all, I don't see how we could just "sneak Fluttershy out" considering that we have no way of knowing if this cave system has any other entrances we could use."

"You have magic," Discord objected.

"That aside," Twilight rolled her eyes, "You have to be the most chaotic, destructive force I know of. You practically wave a sign around yelling at the world to look at you!"

"I-I do not!" Discord immediately poofed away the sign he was holding behind his back that flashed in neon lights "Hey World! Look at me! I'm Discord!"

Twilight pretended to not notice anything, "With all your magic that you throw around, you'd be best out here. You could attract the changelings to you and away from Fluttershy, giving us a chance to get her out safely!"

"As wonderful of a compliment that you have given me," Discord's face changed from one of flattery to a serious stare in an instant, "The problem is I cannot trust you."

"Trust us," Rarity scoffed, "It is _you_ who cannot be trusted!"

"Me? After all that you ponies did!" he waved off her comments.

"Hey guys," Pinkie muttered from the back of the group.

"Not now, Pinkie," Applejack waved her comment aside, looking at the draconequus, "What we did was try to find our friend who was in danger! You are the one that is keeping her from getting better by hiding her away!"

"Yeah," Rainbow joined in, "If not for you, we could have Fluttershy back to normal and sitting restfully back in her little cabin in Ponyville."

"It's a cottage," Discord huffed, "And if not for me, she would have been timberwolf food! _I_ saved her from that forest you ponies sent her to! _I_ was the one that helped find a healer for her! _I_ am the one that deserves to save her!"

"Guys," Pinkie's voice tried to interrupt again.

"In a minute, Pinkie," Twilight said, not taking her eyes off of Discord, "No one _deserves_ to save anyone! We must save her because she simply needs saving! Not to be some knight rescuing the princess from a tower because they are simply a knight!"

Discord scoffed, "And just _who_ are you suggesting she needs saving from? Because from where I float, it sure isn't me!"

"And who else could it be?" Rainbow rolled her eyes.

"Changelings!" Pinkie called out from the back of the group.

"Well, them too I guess, but…" Rainbow trailed off as she glanced at her pink friend, who was now pointing at the Changelings that surrounded the group.

"Pinkie," Applejack gasped in horror, "Why didn't you say anything!"

"But I was!" Pinkie cried in dismay as she tugged at her pink locks in frustration.

"We don't have time for this," Twilight huffed as she looked at the group, "Girls!"

Discord coughed forlornly into his paw.

"And Discord," Twilight rolled her eyes at him and receiving a soft mutter of thanks in return, "Get them!"

With a cry the group jumped at the surrounding changeling horde.

* * *

"Ugh," one of the changelings guarding a corner of their small cave networks growled out, "Will this pony ever stop?"

"Maybe you should stop whining so much," his partner quipped with a soft hiss, "Just enjoy the fact that you will be taking part in the glorious downfall of the ponies and how our Queen will reward us. Soon it will all be over."

"But she won't stop," the first guard growled out, glancing down at the small form of a yellow color pony that sat in a corner. He groaned as he felt her emotions do a one-eighty once more, changing from horror and sorrow to that of extreme happiness and cheer.

Fluttershy heard none of this as she gasped out desperate giggles as the world around her swirled between reality and that of festive parties. One second it was an imposing, grim cave, the next it was a brightly decorated gala filled with music. As she watched the world around her change once more into that colorful space, she could only recall that song everypony was enjoying not months before.

"Come on, everypony. Smile, smile, _smile_," she whispered to herself as she rocked back and forth on the ground. Oh, how they must all love the song! These changelings must be grinning ear to ear in happiness!

Pausing she shook her mane, trying to righten her thoughts again. She had to remember why she was here and what she had to do. Her friends couldn't afford for her to lose herself again!

"I need to help my friends. They are in…danger. I need-" Giggles replaced her frantic mutters as her voice took over a song quality, "Fill my heart up...with...sun...shine…."

The first guard just rolled his eyes as the pony descended into song once more, "Listen, just what are we doing here anyways. I thought we were going to just feast on this one anyways."

"We are," the second rolled his eyes in obvious annoyance at his companion, "But we need to wait for Commander Chalcid's order."

"Chalcid," the first hissed, "It's always Chalcid! Why do we have to listen to this disgraced leader anyways?"

"Because Queen Chrysalis told you to," the second snapped.

"But wasn't it his fault that we were defeated in Canterlot? He was the one that was supposed to get the intel on all the party guests and didn't give her majesty the proper level on information on the magic and spells that would have made our conquest successful!"

The second guard hummed in response as he just kept watching the entryway into their secluded corner.

"I mean, really, how hard could it have been to find that ponies can cast such spells that banish things from their realm," he continued, "Anyways, I don't see why we don't just drain this one here and get on with taking out the rest of them."

"Because, you fool," the second guard stopped his rant, "You know well and good that you cannot change into a life form that is _dead_. We need her alive until the trap is launched, otherwise we cannot guarantee that our guests will fall for it!"

"With that other creature with them, who's to say that they haven't already seen the trap!" the first guard countered, "Plus, I'm hungry! We haven't had a good meal in weeks. The stupid creatures in these woods finally realized what we could do to them!"

"We're all hungry and tired," the second said in an exasperated voice.

"But I'm really, _really_ hungry," he whined loudly.

"You know what. Do what you want. But it'll all be your head if Chalcid finds out," the second guard huffed, turning away with a grunt and purposely ignoring his partner.

"Fine, but if I get a chance," the first guard glanced over at the quivering pony on the floor with a hungry look on his face, "I'm taking a bite."

* * *

Midge flew around the corner of the cave entrance, his chest rising and falling in frantic huffs. After a minute of sitting still, he glanced back around the corner to the battle that was now taking place outside.

"Ah, Midge," a smooth voice uttered from behind him, "Battle report."

"Ah! Commander Chalcid, sir!" Midge hurriedly gave a salute, his eyes nervously glancing between his leader and the exit of the cave, "Everything is...uh...is…."

"Is what," Chalcid's voice held an underlying level of angry clicking that promised pain if he didn't answer right.

"It's chaos!" Midge cried out, "I don't know what plan of attack to go with, as whatever that creature is that the ponies have with them is just mowing down our troops! Literally!"

Chalcid looked out of the entrance to spy the large potpourri of a creature using a large riding lawnmower that collected up a mass of his troops and spit them out across the forest. The ponies that fought along side the creature all squealed and jumped out of the way in fright, as it had no regard for friend or foe.

"Strange, this one may be a problem," he muttered, "What else is this...thing...capable of?"

"Anything," Midge scoffed in a strained voice, before recognizing that he was in the presence of his commanding officer, "I mean…the, uh, creature seems to just summon and change the world around him at whim."

"What of taking on the creature's form," Chalcid asked in contemplation, "Can you not take on its shape and magicks that way?"

"We tried," Midge cried, "But whatever magic that creature uses is not mimicable by our powers. No one troop is able to go against it!"

"Hmmm," Chalcid kept his attention on the strange creature that now laughed as he tossed around large, decorative cakes with the pink haired pony. His image shivered as his own internal magic went to work, changing his form to match that of this obvious enemy. Within a minute a duplicate of Discord stood before Midge.

"S-Sir?" Midge asked in shock.

"I...see," Chalcid muttered with a bored tone as he studied the new form he had, "This is a very complex form indeed."

"Can," Midge began only to pause under the harsh gaze of the transformed Chalcid, "Can you use his-his magicks?"

Chalcid's face became focused as he tried to collect the power required to summon a simple cake like this creature obviously could do. The focused look began to deteriorate after a bit as it became more of a glare. Sweat began to form on his brow as he contorted in face in obvious effort.

A gasp echoed through the opening to the cave as Chalcid was forcefully changed back to his natural form. Collapsing to the ground in gasps, he grit his teeth in frustration.

"Sir!" Midge called out in shock, "Are you alright?"

"Fine," Chalcid growled as he pushed the soldier to the side, "This creature is...powerful. This magick I cannot describe. It is like looking at a child's drawing and trying to interpret the smudges as a piano concerto."

Midge nodded though he did not understand what was just said.

"No matter, this may work in our favor," Chalcid chuckled darkly, "We have already seen that they do not trust each other, these ponies and their...pet."

"What are your order's, sir," Midge asked.

"Since plan A is obviously not going to work, it is time to spring Plan B," Chalcid grinned.

"Yes sir," Midge nodded.

"Give them a good show, trooper," Chalcid grinned darkly.

"Thank you, sir. I will, sir." he nodded, changing his form to that of a pony.

"And Midge?"

The changeling gulped, his small gasp of air sounding so light compared to its normally masculine levels.

"Try not to run from battle this time."

Chalcid walked away as he left his unspoken threat hang in the air. Midge could only nod in understanding as he took his place by the cave entrance. He had already failed once today, he could not let his leader down again.

* * *

Discord laughed maniacally as he grabbed a group of changelings that he had squished down to the size of a small ball. With a loud yell, he swung his golf club and watched as the group soared high across the horizon.

"Discord!" came the angry yell of Twilight Sparkle.

"Yes?" he smiled down at the frustrated unicorn.

"Watch where you are swinging that thing! You almost hit Rarity in that last swing!"

"Oh, did I now?" Discord asked nonchalantly, not at all worried about the possible harm to his comrade.

"We only need to cooperate for a little while longer," Twilight muttered more to herself than anyone else.

Discord just smiled widely at her annoyed attitude. It would work well for him when they finally found their wayward pegasus. Lies were so much easier to make when they were fed out of partial truths.

A yell of fright interrupted his thoughts and made him look out over the battlefield. It took a moment but there, by the cave entrance, stood a frightened looking Fluttershy.

"Fluttershy!" he called out in delight, but then paused. Something was not right here. He couldn't quite put his claw on it, but something was off here.

He studied her form in front of the cave entrance closely, pulling out a pair of binoculars to do so. She _looked_ like Fluttershy, with the pale yellow hide and soft pink hair. She even sounded like Fluttershy, with that gentle voice that was hard to hear over all the fighting going on around him. Yet there was still something _off_ about her look that was setting alarms off in his head.

With a quick shake of his head he was able to get the obnoxious noise out of his head, removing a device the size of his paw from his ear that was complete with a flashing red light and large ringing bell. It of course brought the attention of the battlefield to him, not that he cared. A quick toss of the device over his shoulder and he could finally think clearly. Discord didn't even bother to turn his head to watch as the device exploded with a loud splat, releasing bubblegum webbing across the downed trees and combatants. The surprised mewl told him that the manticore had also been caught in the crossfire, but he really didn't care too much. The creature was large enough to makes its own way out without his help.

As wondrously delicious as it would have been to watch the chaos that was unraveling right behind him, he needed to concentrate. Taking a deep breath, Discord looked, truly looked, at this new addition to their battle. And then he saw it as plain as day. This Fluttershy may move and sound like his Fluttershy, but whoever this Fluttershy was, they had missed some crucial details.

Work of an mature, that was for certain.

Discord considered for a second letting the ponies know that this pegasus was an imposter, obviously a Changeling, but paused.

_No_, he mused, _No, this could be to my advantage. I may know this, but they most certainly will not. Let the changelings play with the ponies. And while they do, I will get the chance to rescue Fluttershy._

Discord laughed uproariously, flying back down into the battles to spread more chaos. He had to admit, he hadn't had this much fun since he was able to escape from his first time being turned to stone!

* * *

Rainbow paused when she heard the ringing from where she was kicking changelings out of the sky. She was getting frustrated, for every one she knocked back, another three took its place. At this rate, she and her friends would be swarmed.

And no matter how much Fluttershy had said in the past, or Twilight said now, Discord was not counted amongst her friends.

Turning her head to investigate the noise, she spotted the draconequus in question tossing...something...over his shoulder into a mob of Changelings that the manticore from earlier was fighting against. Said object exploded on contact, releasing a bright pink mess that she thought only Pinkie Pie was capable of, catching the manticore and changelings alike. Shock lined her face as she glanced over at Discord. He wasn't even watching what he was doing! He just kept staring at the cave.

Bucking one more Changeling out of the sky, she turned to look at what held Discord's attention. There, by the cave entrance, stood a fit, if slightly shook up, Fluttershy.

"Fluttershy!" Rainbow called out, blasting through the sky to her long lost friend. Everything else around her didn't matter right now. All that mattered was that her friend was here, safe, and not in the claws of Discord.

Within seconds Rainbow Dash found herself in front of her wayward friend, pulling her into a tight hug.

"Where have you been! You know what, doesn't matter. Are you alright? Did the changelings hurt you? Did _Discord_ do anything to you?" Rainbow did not stop talking as she looked over the yellow pegasus, checking her for any harm that may have been done to her.

Fluttershy, for her part, did her best to try and speak, but could only get out single syllables as the blue pegasus hovered around her like a mother bird.

"Fluttershy!" came the cry of Pinkie Pie as she hopped over to the small outlet of rocks that they found themselves in, leaving behind a trail of changelings that were covered in cake and confetti. On a normal day it would have looked like any of Pinkie's post-parties.

Rarity followed not too far behind, delicately trying to not step in any of the mess that the party pony had left in her wake, "Oh my! Pinkie you really do nee-Fluttershy!"

"Fluttershy," Applejack's questioning voice rose from the other side of the outcropping. A crash was heard, followed by the ragdoll forms of a few changelings flying across the air above them. Seconds later the earthpony came into view, looking out of breath but otherwise in good shape.

"Fluttershy," Pinkie cried out as she glomped the pegasus, tears pouring down her face, "You were gone! *sniff* And we didn't know where you were! *sniff* You left us!"

"Now-now, Pinkie Pie," Applejack patted her friend on the back, before giving a relieved grin to the pegasus, "What she was trying to say is that we missed you, and that we are glad to see ya' alright."

"LOOK OUT!" a voice cried from above. The group all looked up to spot a changeling falling right to their location. Jumping out of the way, the girls all studied the fallen changeling before spotting Twilight Sparkle jumping down from a downed tree trunk running towards their location.

"Twilight," Rarity smiled, rushing to meet her friend. Upon seeing her friend's condition, she immediately frowned, a look of concern crossing her face, "Twilight, dear. Are you doing alright?"

"I'm fine," the unicorn huffed out between heavy breaths.

"No, you most certainly are not!" Rarity declared, "Look at you. You have been using too much magic! You need a break."

"We can take a break when Fluttershy is home," Twilight snapped, "Where is she? I thought I heard you all calling her name."

"Over here, Twilight," Rainbow's voice called out in glee, "Look! We found Fluttershy! Before Discord!"

Twilight looked past the blue pegasus to where Fluttershy was staring uneasily at their group.

"Fluttershy," Twilight cried out as she raced forward to envelope her friend in a hug, tears dripping down her face, "Oh! We all missed you so much! I'm so sorry! I didn't mean for any of this to happen. I-I-I-"

"Don't cry," came the whispery voice of Fluttershy, "Please don't cry. I'm sorry that I caused so much trouble."

"You cause trouble?" Rainbow scoffed, "More like Discord caused trouble! You have nothing to be sorry for."

"Yeah, you were only upset over Twilight's spell. I mean, we all were a bit loopy for the longest time there! But that's not the point!" Pinkie gushed.

"I think what Pinkie is trying to say," Rarity stepped in before their hyped up friend could put her hoof in her mouth again, "Is that we missed you, and we do not blame you for anything."

"We all missed you," Applejack smiled softly, "And we're sorry that you felt like you needed to run away."

Twilight nodded to them all in appreciation before turning her gaze on Fluttershy, "We all have missed you so much. But I have a way to make things right again!"

Taking a deep breath, Twilight paused for a moment to survey the area. If they were going to do this right, they needed to get Fluttershy out of here before Discord showed up and ruined everything. She gave a pointed look to her friends and nodded in the direction of the cave. While Pinkie and Rarity gave her confused glances, Rainbow nodded and Applejack responded with a "You got it, sugarcube!"

With their friends watching their tails for attack, she began to pull Fluttershy along beside her to try and get her away from the fighting.

Twilight looked at Fluttershy, pulling her forward and while explaining, "We just need to get back to Ponyville and we-"

"Wait!" Fluttershy shouted very loudly, making the whole group freeze and stare.

"I-I mean," Fluttershy coughed, "We shouldn't go that way! It's dangerous."

"Dangerous?" Applejack asked in a confusion, "Well, I know Discord might be that way and all, but we cleared out the main group of changelings."

"No-no," Fluttershy shook her head, "There was a large monster out there earlier. It is very dangerous that way."

"Oh, you mean that silly Manticore?" Pinkie Pie laughed, "Don't worry! He's friendly! You'll remember all about him once we get you back to normal!"

"No, I mean," Fluttershy began to look flustered as she looked for the right words, "I mean that is where the Changelings caught me! I think they have an opening to their hive over there!"

"Opening to their hive?" Rarity asked, "I don't remember seeing one over there."

Applejack gave Fluttershy an odd look, "Neither did I. Are you sure that you are feeling alright, Fluttershy? Is your cutie mark still affecting you?"

While Rainbow and Pinkie nodded along, accepting what she was saying at face value, she was Fluttershy after all, and not a pony known for her lies, Twilight was getting suspicious. The story that the pegasus was giving them wasn't sounding right at all. The manticore had said that he had chased her into the cave before capture had happened, but here Fluttershy was saying otherwise.

"N-no, no!" Fluttershy laughed nervously, "Maybe I've gotten turned around. I was just worried about going back that way is all. You see, the caves have many tunnels and I ran this way by chance. I was thinking it might be safer if we went back inside and went down one of those paths to escape instead."

"I don't know," Applejack frowned, "That doesn't sound safe at all."

"But they won't be expecting it at all," Fluttershy countered, "For us to make our escape through their camp. We can slip right out the back!"

"But how do you know that," Twilight reasoned, "I thought you said that you came out here by mistake. Wouldn't that reason that you do not know the tunnels, let alone another exit from them?"

"They, uh, dragged me through the tunnels before they put me in a dungeon area, and, uh, I saw light down some of the side paths. I think there were exits," Fluttershy offered.

"A dungeon?" Rainbow parroted, "How did you get out?"

"Uh...luck?" she shrugged, trying to smile but failing.

Twilight studied the Fluttershy before her in disbelief, before she noticed something that she should have noticed a long time ago.

"I'm not surprised you would go unnoticed," Twilight said, giving the figure before her a hard look, "Especially considering that your cutie mark is already back to normal."

The group gasped and backed away from the figure that claimed to be Fluttershy quickly. They all looked closely at what should have still been the festive balloons of Pinkie Pie's cutie mark was the triad of butterflies that they all knew well to be that of their friend's. After so many times of seeing it upon their friend, they never once thought to check to see if it had been any different, even in the face of Changelings.

The cutie mark in question vanished with blue-green flames, only to be replaced by the balloons it was supposed to be.

"You know," Fluttershy's voice came out with a hiss and odd clicks, "I really wish you hadn't noticed that. Now Chalcid is going to punish me for sure."

"Who are you! What have you done with our friend!" Rainbow demanded.

"I am just a soldier following orders," came the response, the voice having changed from Fluttershy's soft soprano to that of a masculine baritone, "And while I couldn't get you to follow me inside, I think I have distracted your group for long enough."

The group of ponies looked up and saw that during their brief conversation with who they thought had been Fluttershy, they had been surrounded by changelings.

"That may be true," Twilight said with a smirk, "But we still have a secret weapon of our own on our side! Discord."

"You rang, dear Twilight Sparkle," Discord asked as he appeared in the air above the ponies.

"That Fluttershy was a fake!"

"Oh, but I knew that faker was faking it all along," Discord floated lazily upon his back above the group.

"What!" came the collective shout of the ponies and one pegasus changeling.

"I was watching as this cute little look-alike ran out of the caves, but caught on right away about the faux pas," Discord yawned as he filed his nails.

"And you didn't-," Twilight started, but stopped before she gave herself a headache, "Discord! This means the changelings still have Fluttershy in the cave!"

"Yes. And?"

"Annnnd you should help us fight them so we can rescue her!" Twilight was getting really fed-up with the draconequus.

"Ah, and there is where we must part paths, dear Twilight Sparkle," Discord chided, flipping over to smile down at the group, "You see. While I could help your group to rescue the fair Fluttershy, there is nothing to say that you will even give me a chance to talk to her, let alone come with me as she rightfully should. Considering that I am her rightful friend and all."

"Rightful friend my hoof," Rainbow growled.

"But if I leave this large horde of changelings up to your group, then I have all the time I need to go and rescue my friend from your evil clutches."

"What!" Twilight gasped.

"I told you he was a bad seed," Applejack spat.

"Discord! You would just leave us here? Just like that?"

"Oh, you make it sound like we were all friends to begin with, Miss Sparkle," Discord frowned in a mocking fashion.

Rainbow Dash made to go after him, only for some changelings to alter course and block her path. "I promise you this, Dipcord!" Rainbow yelled up at him, "When I get a chance, I will make you pay!"

"I am so frightened," Discord mocked, "Now, as much as I love taunting ponies in peril, I do have other things on my agenda. Toodaloo!"

"What now?" Rarity asked from where she stood next to Twilight.

"What else?" Rainbow asked, "Now, we fight."


	19. Chapter 19: Round 1: FIGHT!

**AN: So with a broken computer at home and working around a computer at work, we finally move forward. We are heading into the last few chapters!**

**I don't own My Little Pony, or any references to Heaven's Lost Property (ever so lightly) or Emperor's New Groove. **

* * *

Chapter 19: Round 1, Fight!

* * *

The two changeling guards sat before their lone prisoner when a group of their brethren went charging by in battle armor.

"What is this about!" the first guard called out.

One of their brothers heard his call and paused, "Haven't you heard? They found the rest of those ponies from the battle in Canterlot! Chalcid is offering a reward to anyone who takes them out!"

"Reward?!" the two guards stared at each other before wicked grins spread across their faces. The two guards began to run into the hallway to follow their fellow changelings when one of them stopped.

"Something wrong," the second guard asked, pausing to see why his comrade was not following.

"If we are gone, then there will be no one to watch that thing in there," the first muttered, glancing at the yellow pony that gave an awkward giggle as she looked at the world around her.

"That girl ain't going anywhere," the second guard's voice buzzed softly as he snorted, "She hasn't done much but sit there and mutter the whole time. I doubt she's even aware of where she is right now."

"Yeah, aware," the first parroted.

"So what are you waiting for? We did our job until the trap was launched, and now they need our help on the front lines. This reward ain't goin' to claim itself!"

"You know what," the first guard muttered, taking a long look at the laughing pony in the room before looking at his comrade, "I'll be along in a second. I don't want us getting in trouble for the prisoner wondering around when we are supposed to be on duty."

"You? Worried about being in trouble?" the second scoffed.

He waited for a minute, but the first guard did not respond.

"Whatever," he rolled his eyes, "But don't blame me while I am rolling in riches and you are stuck with latrine duty again!"

"Yeah, yeah," the first waved him off, "I'll bet you get knocked out in the first few seconds and I'll be left having to mop up your mess."

The second guard just glared right back, giving a hiss as he flew off down the hallway towards the exits.

"He is right about one thing, however," he muttered to himself, as he walked slowly towards the pale yellow form before him, "Now that the plan for a trap has gone through, I don't see the reason to have you around anymore."

He grinned darkly and licked his lips as he stood before the crazed pony. She was obviously unaware of anything, as she rocked to and from, muttering frantically between giggles.

"Did I mention how hungry I was?"

* * *

Discord was flying through the caves as fast as his wings could take him. Fluttershy had to be down one of these corridors. Now if he could just find her before her _friends_ got there first.

Not that he was very worried about those killjoys stopping him. It's not that he doubted that they could take down all the changelings that would be chasing them down. Oh Celestia, that was not the case. Especially with a Manticore on their side. But they definitely wouldn't be inside the caves for at least another ten minutes, so he had time.

"Floating through this labyrinth is all well and good," he growled to himself, "But I really wish little Fluttershy would have left some kind of hint…."

No sooner had Discord spoken when he heard a soft giggle down one of the side tunnels.

Discord gave a large smile and refocused his efforts to the rightmost path, "Sometimes all you have to do is ask."

Slipping down the corridor he came face to face with a small battalion of changelings. He paused to watch as they all stared at him in shock. They were not expecting anyone outside of their own group to be wandering their halls. It always made him feel so happy inside when he got to do surprise calls.

"A cheery hello to you good sirs," Discord bowed low, producing a cane and top hat to complete the character, "Would you happen to know abouts where I can find a dear friend of mine? She looks like this…."

He changed a nearby rock into the form of Fluttershy, taking a mere second to paint the form with a snap of his tail. He stood to the side to reveal a life sized pegasus form, poorly painted a bright canary yellow and neon pink that bled down into the body.

The leader of the little group turned to look at the others, giving out a questioning click only to get confused looks back. The changeling's looked between the painted rock formation and the draconequus, uncertain as to whether to communicate with the creature or just attack.

"Well, fine," Discord rolled his eyes in exasperation, "If you don't know you could just say so."

The changeling's didn't stand a chance as they were suddenly swept into a large dust pan by a broom that was taller than even Discord. Coughing fits ensued as the broom moved large amounts of dust into the air, blocking out the changeling's view of the draconequus and the surrounding world. A snap of the paw later and the distractions were removed, leaving behind a delightfully dust free hallway and a pleased Discord.

Pulling out a white glove, he ran his finger along the walls of rock and inspected for dust, "Not so bad if I do say so myself!"

His feeling of victory was short lived as he refocused his efforts to finding Fluttershy. As he continued on through the chambers and rooms filled with mini changeling nests he found himself finding everything about changeling culture but no sign of his dear friend. Discord was ready to tear at his mane. This whole hunt for Fluttershy had been what seemed to be one step forward and three steps back. If he didn't pick up the pace soon….

A scream pierced the halls, making Discord freeze in his tracks. It was so scared and sounded so painful and could only belong to one pony.

Following the sounds of the shriek, he rushed around the large protruding rocks, blasted through three walls, and flew faster than he had in a long time towards a small opening along a dark hallway.

Turning the corner he paused in shock as he found a lone changeling in the room standing above the small yellow pony they were all hunting for. No, this creature wasn't just standing above her, he had its fangs sticking in her neck as he fed on her. Fluttershy was yelling in pain as she flickered soft green flames, her essence made visible, as the changeling fed freely and happily.

Discord didn't even pause as he flashed forward and pulled the changeling away from the pegasus. Fluttershy visibly winced and gave a soft yelp as the feeding spell was broken. The draconequus didn't even bother to look in the direction he tossed the changeling, as he held Fluttershy tenderly in his arms.

"Dear, dear Fluttershy. What have they done to you," he tisked softly in worry. He never realized how small a pony was in comparison to his form. She looked pale, and perhaps slightly grey compared to her usual self. Why was it that ponies turned less vibrant as they became weaker or injured?

"Discord," a soft voice replied, "You...came back… I'm sorry…."

"Nonono," Discord worriedly rushed, looking over small shaking form, "I'll make it alright, just you see. I'll get you out of here and we'll go pick up that doctor you like and go live happily in a gingerbread mansion over by the sea! Just you wait!"

"Sounds like fun," she chuckled softly, the smile being the first genuine one he had seen from her in a while. Discord could only sigh in relief as he watched color slowly return to Fluttershy with the smile. Perhaps there was still hope to get out of this mess yet.

In the background the changeling hissed, annoyed that his feeding was interrupted. True, the pony didn't taste a sweet as she could have if she was fully happy, but this was the first time he had eaten this well in months. The laughter mixed with fits of fear made for a spicy-sweet combination only offset by the injections of bitterness when the screaming began. But it tasted so good for that little bit. And he was not to be denied again.

"Can you just wait for a minute," Discord smiled happily as he stared down at the pony in his arms.

Fluttershy looked up to him in confusion and nodded slowly. With a large smile Discord pulled the pegasus close to him, turned around to what had to be the hundredth surprised changeling for the day and snapped his fingers, freezing the changeling that was jumping at him in mid air in a large icicle.

"I'm not done with you, little bug," Discord growled with narrowed eyes. The changeling, now frozen in time and space moved its eyes around desperately, his open mouth that had once been a snarl looked more like when the dentist worked on someponies teeth, stuck open in perpetual scream.

"You see," the draconequus continued, "If you haven't noticed I am a rather powerful being, if I do say so myself. And you have made the mistake of making me rather...annoyed. You are at my mercy. I could send you to the highest mountain in Equestria where you would have a sad solitary existence until the very end upon the icecube tray of the world. Or to the Canterlot Dungeons, as much dear Celestia likes to keep those under wraps. Or perhaps I could change you into a phoenix egg and send you off to play ball with the prepubescent dragons?"

The trapped changeling seemed to almost vibrate in the air as it slowly began to sweat with fear.

"Discord," Fluttershy's soft voice drifted up to his ears, "Don't be so cruel!"

Discord looked down at the pegasus in shock, but found he didn't have the words. After a second he just chuckled softly and shook his head. That had sounded more like the regular Fluttershy than Fluttershy had been in a long time.

"Fine, perhaps something not so….deadly," Discord waved the word off. The changeling almost seemed to sigh with relief.

"Maybe...something more festive," the changeling froze at these words and glanced warily at the looming figure that was Discord.

"I know exactly where you should go," Discord grinned darkly. A snap of his claw and the changeling was gone from the room.

"Where did you send him?" Fluttershy asked, looking at the spot the creature had been moments before.

"Oh, someplace I think you'd appreciate right now," Discord smiled to himself.

Across the continent at a small party of ponies prepared to bash a pinata. The last second before they began their bashing of the colorful animal-like, paper candy holder, the pinata vanished and the changeling found himself in its place, painted in bright splotches. Neither the children nor the parents noticed said change, starting the party games regardless.

"You didn't do anything too mean, did you," Fluttershy asked with a worried frown.

Discord's only response was a large grin, "I wouldn't worry yourself about it, dear Fluttershy. I do believe we have bigger problems at hand."

"I know," she said for a second, her eyes filling up with tears, "I'm worried I'm getting worse! I can't control all these thoughts too much more….."

"What do you mean?" Discord asked slowly, a large frown on his face.

"After I ran away from-from that monster outside I found myself trapped in here with the changelings," the pegasus started, her eyes darting around as she recalled everything from when she left Discord's cottage to now, "And then-then the world started changing rapidly! I can't control the laughter anymore, Discord! It's getting worse! I don't know what to do!"

As Fluttershy began to cry anew Discord could only watch. He didn't know what to do. Sure the doctor had warned him, but he was certain that he could fix it.

"I'll fix this, Fluttershy," Discord whispered as he hugged her close, "I promise I'll find a way to fix this."

* * *

The fight against the changeling horde was moving slowly. Too slowly for anyponies opinion. Rainbow Dash worked hard at taking out every changeling she came across, using her speed to knock them away from their group. Applejack would follow close behind, keeping any changeling that Rainbow missed out of hoofsreach from their main group, years of applebucking coming in handy.

Rarity and Twilight Sparkle stood at the core, freely used their magic to blast, move, and otherwise deflect any of the advances. As Twilight would blast an attack back, Rarity would sweep up the ones that would attack from behind, ensuring that neither were hit.

Meanwhile Pinkie Pie would do what she did best. Across the battlefield she would show up unexpectedly, knocking the changeling's out with pies to the face and confetti spider webs.

"How many more do we need to attack before they get the picture," Rainbow complained as she bowled over another group of changelings.

"Too many," Applejack muttered through gritted teeth as she used her lasso to whip a group towards a large boulder, knocking the whole group out.

"I say," Rarity mumbled, using a shield spell to bounce the hovering insect like ponies back, "I think I have had quite enough of this for one day."

"I don't know," Pinkie's cheery voice called out from across the rocky terrain, the sudden appearance of balloons and streamers announcing her position to the others, "I think I am just starting to enjoy this!"

"Pinkie," Twilight started to scold, only to pause at the sudden appearance of a large dustpan in the sky above them, dumping a pile of changelings right on their heads. Only Twilight's quick thinking and use of blasting spells kept the pile of changeling's from landing right on their position.

"Discord," the purple unicorn gritted out through her teeth.

"I don't see why we trusted that thing in the first place," Rainbow grumbled from above.

"We know, we know," Rarity huffed in frustration, "But we really didn't have an option at the time, did we!"

"I have an idea," Twilight cried out, cutting off the fight between ponies before it could even begin, "Everypony get close to me!"

The group moved as close as they could, Pinkie Pie showing up behind Twilight's rump, the sudden squeak of party toys announcing her arrival.

"Hang on," Twilight announced, her eyes glowing brightly with magic as the world around them crackled with energy. Yet nothing seemed to happen immediately, as the group just sat there like cornered prey, all ponies but Twilight watching in fear as the changelings seemed to bear down upon their sitting forms.

Seeing the group's weakness, the changeling's dove down as one, their numbers blotting out the sun. Rarity let out a high pitched scream as Applejack and Rainbow Dash clung to each other in fear. A sudden flash and the ponies were gone, causing all the changeling's to crash into one another, effectively dazing the whole group.

Twilight and the group appeared again before the cave entrance, Rainbow and Applejack still screaming in fear. The pegasus and earthpony quickly realised their position and shoved each other away. Rarity just kept staring with a look of horror upon her face, still in shock from the situation they were in moments before.

"Is this what you do all the time, Twilight!" Pinkie cried out, "That was so COOL! Can we do it again? Huh, huh! This time could we try someplace else? What about candy! The candy store in Canterlot has the best selection!"

Twilight didn't even have the energy to reply, falling to the floor panting from the amount of energy she just used.

"I do believe you save our lives," Rarity muttered, shaking her mane to bring the world back into focus to spot Twilight's downed form, "But, oh my dear! You look positively exhausted! How much magic have you really used today? You need to take a break!"

"There is no time for that," Twilight pushed past the white unicorn's fussing, "We need to keep moving. I don't know how much longer til those changeling's come back looking for us."

Looking outside they saw that not much time could possibly be left, as the large mass of changelings quivered, a few already standing up and looking around in confusion.

"Well we better not give them the chance to-," Applejack started to say when a loud roar rang out across the clearing.

The group all looked on in awe as the Manticore jumped out of the bushes and began swiping at all the changelings in it's path. The Manticore seemed to only have one goal in mind, crushing changelings. The few that had their heads about them all moved away in fear, leaving behind their compatriots to be crushed in the wake of the large beast. It took only a second to look over in their direction at the cave entrance and give a playful meow before it turned around and started its destructive path again.

Rarity blinked a few times in shock, "I do believe it is telling us to go on without him."

"Well what are we waiting for," Rainbow called out, flying ahead down the halls. The others nodded, and followed after the speedy pegasus.

Pinkie Pie paused to watch the Manticore outside buck a few changeling's that had crawled onto his back and were biting at it's large rump.

"Stay safe," she whispered with a frown, before turning to rush off with her friends, "Wait for me! You can't find Fluttershy without me! How else could we give her a proper rescue party?"

"I don't think that is what they mean by that, Pinkie," Twilight's voice called back over Pinkie's giggling.

* * *

Discord floated down the corridors, trying to find his way back out of the tunnels. The first bit was easy, as the blasted holes in the walls offered a direct path back to where they came from. It was shortly after that that he started having problems.

Landing softly on his feet in a large cavern, he glanced around, debating what way was best out of the caves. Fluttershy gave a soft giggle in his arms, making him frown more. While the tears had calmed down the unsettling laughter had returned. After he left this place he was heading off to Manehatten, Celestia be damned. That doctor had to have some information that could help Fluttershy.

"If it isn't the pony's pet."

Discord froze in place at the sudden intrusion of sound. Glancing around he spotted a changeling off to his right. He stood taller than the majority of the changelings he had seen thus far, and wore decorative armor that just seemed more demanding than that of the others. In his arms Fluttershy gave out a soft gasp and pulled herself closer to his bodies fur. Discord had to bite back a growl. Whoever this was, they had messed with the wrong draconequus.

"Now who are you calling a pet?" he asked with a large frown.

"Why, you of course," the Changeling smirked, eyeing the pony in Discord's arms, "For who else would go through all the trouble of fighting against my changeling warriors but a servant of one of those Equestrian Royals?"

"I am no ponies servant," Discord scoffed, walking forward slowly, holding himself tall as fireworks went off behind him, "I am the mighty Lord of Chaos! I am the cause of all mayhem in this land! I am Discord!"

The Changeling looked unimpressed by the show, "Oh?"

"And you might be," Discord reached out to shake the hoof of the changeling before him.

"I apologize, Lord Discord. How rude of myself," the changeling shook his eagle claw, "I am known as Chalcid, Commander of this branch of the Mighty Changeling Horde."

"Now that that is out of the way," Discord hovered back a few paces, watching the commander before him with wary eyes, "So what makes you think that I am a pet of the ponies?"

"It would seem that I must apologize once more," Chalcid grinned viciously, "I had only assumed that if you were siding with _that_ group of ponies that you were one of Celestia's horde."

Discord blinked owlishly at the comment before bursting into uproarious laughter, "Wait-wait-wait! You think-heh-_I_ am one of _Celestia's_ servants? Now _that_ is a laugh!"

"Indeed," the Changeling raised an eyebrow in question as he watched the draconequus curl up in laughter, "So I must ask you, why do you stop us? If you are not aligned to the Equestrian's, then to whom are you allied?"

"Phhft," Discord waved off his question, "To myself and those I consider friends, of course."

Chalcid stared at Discord, as if trying to dissect him and his thoughts, "Friends?"

"Hey! You don't need to say it like that," Discord defended with a mocking frown, "I mean, yeah, my only friend right now may be Fluttershy here. And maybe some children. And possibly a doctor. But for sure Fluttershy."

Discord looked down at the pegasus in his arms who smiled softly back up at him, "Really though. Why mess with success? She works well as a friend, so why should I have to go out and befriend others? It just looks like so much work."

"I see," the Changeling muttered, eyeing the pony with a frown.

Meeting Discord's gaze once more, he asked, "It would seem that you have a multitude of…" Chalcid made a face, "_friends_. Would there be any way I could convince you to give up one of these friends of yours for the destruction of the ponies."

"Destruction?"

"Yes, the utter annihilation of the Empire of Celestia for all they have done against me and my kind."

"Oh, do tell," Discord gushed like gossiping teenager. Fluttershy let out a small whisper of disapproval, that he could only roll his eyes at.

"Were you not at the royal wedding of one Royal Guard by the name of Shining Armor and a Princess Cadenza mi Amore?"

"The gossip of the century," he gushed, "The courting of one palace guard with one of the royal maidens. So very scandalous!"

"Then you are aware of the battle that took place during the ceremony."

"Fun times there! I do recall sitting atop my tower in the palace and enjoying the festivities. Though I do regret not taking the moment to join in or at the very least meet your queen."

"Oh?"

"Well, I was on "probation" at the time," Discord muttered with air quotes, "And as much as I would have _loved_ the idea of going out and just letting loose for a bit, I felt it best to wait and see how things played out."

"Discord," Fluttershy gasped. He responded with a shrug of his shoulders.

"Well, either way," Chalcid continued, "We look to redeem ourselves after that horrendous defeat. We had worked so hard to plan out that attack. Our strategy was sound and our plan was true. Everything was set, but we had not accounted for one thing. That group of…" The Changeling struggled for the word before he spat out, "_Friends_! They ruined everything! So I will take them. I will destroy them all. And then I will bring them before my queen and reclaim the honor and glory that the ponies have stolen from us."

"I see exactly what you are doing. Though I must mention that lacks a certain amount of...flair...that I believe is needed in this scenario," Discord muttered like a teacher reviewing a students project.

"So, will you be joining us in our cause?"

"It depends!" Discord happily chirped as he laid upon his belly in the air over the changeling, staring down at him in a knowing way.

"Depends upon what, exactly?"

"Which pony you are talking about," Discord rolled his eyes, "While I wouldn't be horrified by the little door-to-door salesponies of Friendship outside out of my claw, I do believe that I mentioned that the one called Fluttershy _is_ my friend. Any harm coming to her will just have to be a deal breaker!"

"Discord," Fluttershy's voice cried out again, "You can't do that to them! Sure, they made some mistakes but you can't do that to them!"

"I'm afraid that I must ask otherwise," Chalcid spoke over the small pegasus's voice, "The pride of my troops and of my race has been handed down to me by Queen Chrysalis herself. And I cannot besmear that trust with the release of one of the ponies."

"You know that I am not asking for much, good sir," Discord countered, ignoring Fluttershy's betrayed remarks, "All I ask is that she be left to me. You and your group would have no further dealings with the pony of Kindness as she will be kept safely out of your hooves. In fact, once you take out the rest of their little harmony corps, her element will be useless, so I don't see why you'd need dear little Fluttershy in the first place."

The Changeling stared up at the draconequus and the trembling form of a pony in his arms before sighing, "Then we are at an impasse then. The one that is known as Fluttershy is on my list of ponies that must be destroyed in my Queen's quest for revenge. You will not let this one pony go for the greater good of the Changeling Horde?"

Fluttershy squeaked and trembled into Discord's chest while Discord just sighed, "Unfortunately, my good fellow, I cannot."

"I see. Well If there is nothing to convince you otherwise then we are at the time where we must fight."

"I guess," the draconequus whined, flipping over and landing on the ground across from the changeling.

Looking down at the pony in his arms, he pulled her up to eye level and said with a sigh, "I must apologize my dear Fluttershy."

"Wait! Discord," Fluttershy began to protest, but Discord just smiled down at her. A snap of his tail later and a large lounge chair, bright red and with cushions practically packed to explosion, appeared before them.

Setting her down carefully, he gave a large smile to the shaking pony, "I'll be only a minute!"

Discord turned away from the frantic pony to smile at the opponent before him, "Will you begin this dance or will I?"

Chalcid and Discord both looked cautiously at one another from across the room. Both waiting for the other to make the first move.

After a minute of nothing happening Discord rolled his eyes and muttered, "Fine, I guess I'll go first then."

A snap of his fingers and the ground around the commander became like quicksand, its strong rocky forms disintegrating around him, pulling the changeling down into the earth. Chalcid gave a cocky grin right at Discord, unimpressed by the action. He took only seconds to gather the needed magic to change his form into that of a falcon, the sudden vacancy of space providing enough room for his now feathery wings to spread out and allow him to escape.

The changeling-falcon flew fast towards the draconequus, preparing to dive bomb him face. Discord yawned at the action, his form melting away like wax into a puddle on the ground when the raptor was a mere hair's breadth from his head. While Discord's act had thrown off Rainbow Crash in the past, it did not seem to faze the Changeling leader. The falcon only glanced at the missed strike for a second, before twisting away from the cavern wall. When he was a few feet above the ground, he changed form once more, becoming that of a unicorn in the armor of a Canterlot Guard.

"I must say that this is already turning out to be just the battle I had imagined," the now unicorn laughed.

"Do tell?" Discord urged, his preferred form rising wholly from the oozy mass he had been not mere moments before.

"See this form here?" Chalcid showed off the armor he was now wearing, his horn glowing brightly with magic as he blasted spells off in his opponent's direction, "He could only stare awestruck in my powers when I attacked him. Taken down by a low leveled blasting spell."

"You are so right," the draconequus chuckled while poofing in and out of existence across the room, "When I stole the Elements of Harmony from the castle the guards barely noticed I was there. Even Celestia seemed to turn a blind eye to the magic being used around her. And here I thought Canterlot was where the premier magic schools were!"

"What has ponydom come to?" Chalcid asked softly, his eyes giving away nothing as he watched Discord move across the room.

Discord only laughed in response, "Well, I must say that while this has been delightful, I think it is time for us to part. It would seem that I have left my refrigerator running!"

Chalcid stared at the draconequus in confusion. But the creature before him just gave a large smile that spoke volumes. The draconequus thought he had won. Glancing around Chalcid saw nothing in front of him that would deem that.

His confusion lasted mere seconds as he glanced up, spotting a large shape descending fast towards his form. He went to move, but was too late as a fridge landed heavily upon his location.

"Oh! There is my fridge!" Discord cried in delight, "Now who has been a naughty boy running around everywhere?"

The fridge, complete with legs and an extension cord tail waggled forward like an excited puppy. It's upper freezer door popping open to reveal a large tongue that happily panted at it's master. It's door held haphazard arrays of images, some that looked like finger paintings and others that seemed to be Discord photobombing random ponies across Equestria, including many of Princess Celestia and Luna.

The pet fridge made it no more than a few feet from Discord before it started making rattly, wheezy sounds.

"And here I thought I made you more like a dog than a cat," Discord frowned at his creation's antics.

The fridge coughed a few more times when a small bug fluttered out of it's freezer mouth.

"I know an old fridge that swallowed a fly," Discord whispered to himself as he studied the small bug that emerged from his beloved appliance.

The bug flew away from the draconequus and food saving device before transforming into Chalcid again.

"Now that," Chalcid coughed lightly, "Was not what I expected."

"Where is the fun in the expected!" Discord cheered with a large grin.

Chalcid continued to watch the draconequus hop from one foot to the next with a frown, contemplating his enemy.

"Perhaps a different approach then?" Chalcid remarked to himself.

"A what then?" Discord stopped his dancing to face the changeling before him.

Chalcid only grinned in response, his wings blurring as he hovered in place. A flash of a spell was the only warning Discord got before he found himself jumping out of the way.

"Did you really think-" Discord started to taunt his enemy when he noticed that his enemy was no longer in the same place but instead running off to the side of the room. The same side that Fluttershy was hiding behind a pillow in fear.

Chalcid charged forward while Fluttershy froze in place, her wings kept against her sides with what little of the casts and bandages had survived her trek through the forest. If Discord was not one to play by the rules of warfare, then why should he.


	20. Chapter 20: Trust

**AN: So with hopefully all the correct edits in place, here is the next chapter. Only two more to go after this!**

**I don't own My Little Pony. Also, credit to other references, such as but not limited to: the Dead Alewives D&amp;D sketch, and "Shaving Cream" by Benny Bell.**

* * *

Chapter 20: Trust

* * *

Fluttershy sat to the side of the room watching Discord and the changeling known as Chalcid fight. She found herself trembling at the display. Watching Discord fight brought back the memories of their first battle with him. Was he always like this or was he just going easy on them back then?

She could only shiver at the thought. Either which way, now was not the time to dwell on the past. Now it was time to figure out how to solve everything that was going wrong in her life. Pushing back the laughter that rang in her ears, Fluttershy tried to think of what to do next. True, Discord had promised that he would solve this problem. The only question was of how. He had already blatantly dismissed the ideas of Princess Celestia and all her friends from ponyville, his conversation with Chalcid had more than revealed that fact.

Perhaps a trip back to Strong Bones? But she was no unicorn, and all her current problems were very much magic based. Did he have a talk with her before he came here to rescue her once again? Was he just lying to her, planning on locking her away in his cottage once more?

Fluttershy felt her heart jump to her throat at the thought. While Discord had proven rather kind and had done so much to take care of her while she was injured, the fact still remained that she did not fully know if she could trust him. Who was to say that it wasn't him that had cast this spell on her and was pinning the blame upon Twilight Sparkle or the rest of her friends from Ponyville?

No. That wasn't right. During her conversation with Princess Luna the Princess herself had admitted that Twilight Sparkle had cast that spell on her. So Discord was not lying. At least not on that point. But did this mean that she should trust him right now or try and sneak out while he was distracted by the changeling commander?

Her thoughts were disrupted when she noted a blasting spell flying over to her general direction. Giving a light gasp, she dived down into the cushions on her chair. The blast missed by a few feet, but it reminded her of one simple fact. She wasn't strong enough to fight the changelings on her own. Especially not since her run-in with that other changeling guard not even minutes before. Her limbs still felt shaky and her head light. If she wanted to escape this place then she needed to trust Discord. They had been on the cusp of making a breakthrough back at his little cottage, and if he was correct then they were getting to be good friends before the whole spell fiasco. Perhaps it would be alright if she trusted the draconequus, if only for just a bit longer.

Fluttershy glanced up and watch Discord as he laughed across the cave while he dodged all the attacks made by the changeling. He was practically bouncing off the walls. As a matter of fact, it was as if the walls were made of rubber and he was in his own private bounce house. Did Discord ever run out of energy?

With a small smile Fluttershy found herself almost cheering when the fridge fell from the air upon the changeling. It was so very much in Discord's character to drop random appliances upon unsuspecting foes. Sitting up she prepared to move over to his side when Chalcid reappeared once more.

The two of them bantered back and forth a bit, but Fluttershy wasn't fully paying attention. The fierce gaze of Chalcid had turned so that it lay fully upon her. She had no doubts in her mind that whatever happened next would be directed at her. The fear that flooded her veins kept her body and mind firmly frozen on the spot. She could only watch the events unfold. Discord, in his gloating state, was easily distracted by the spell the changeling threw at him. It didn't take but a second for Chalcid to suddenly jump up and charge her still and unmoving body.

Finding herself stuck, Fluttershy did the only thing she could think of at the time; she screamed.

The changeling was descending fast towards her, fangs bared in a snarl as he prepared to attack. Whether he planned on draining her completely or just using his fangs as a way to grab her as a hostage, she did not know. All she could see was the dark intent that the changeling held in his eyes.

Chalcid was no more than a heads length away when something crashed into her side, pulling her roughly across the floor. Her wings dug into the ground, bringing a loud yell of pain from her lips as she rolled away from her would-be attacker.

"WHY DID YOU DO THAT!" a voice called near her head.

"I RAN OUT OF TIME!" an identical voice called from somewhere behind her.

Shaking her mane, she winced as her wings draped themselves across her body. Glancing back she spotted the ruffled yellow feathers of her wings poking out of the large gashes and cracks upon her casts. It seemed that the fall, and perhaps the whole days worth of events, had slowly broken the casts away to the point that even the tie that kept the wings so firmly against her side had now fallen away. Fluttershy could only shake in pain and fear at the sight of her damaged appendages. At this rate there could be a good chance she would be unable to fly again thanks to the damages she kept getting. Tears began to well up in her eyes at the thought, bringing with them that distinctive laughter from before. Fluttershy felt her heart speed up at the sound, shoving her hooves over her ears in fear.

"YOU FLEW JUST FINE AT SUPER SPEEDS NOT EVEN TEN MINUTES AGO!"

Fluttershy paused at the loud intrusion, bringing her mind back into the moment. Looking up to see what all the yelling was about she spotted a very disgruntled Discord who was glaring off at the other side of the cavern. Following his gaze she spotted the puppy-fridge from before and standing right next to it was...Fluttershy paused and glanced back and forth a couple more times to be certain. Standing across the room was yet another Discord.

"Discord?" Fluttershy whispered softly in awe.

"WELL WE ALREADY USED THAT PLOT DEVICE, DIDN'T WE!" the second Discord yelled from where he stood next to fridge, the freezer door stuck in an open position.

The Discord by the freezer was pouting and muttering about doing the same thing twice when his copy picked up Fluttershy. Even though it was obvious that the cloned draconequus was trying to be gentle with her, the small pegasus still let out a sharp cry of pain. She could barely keep her eyes open, and even when she could the world around her flashed back and forth between reality and the one of mirth that her mind seemed to keep creating. The laughter became infectious, making her bubble with a deranged, almost strangled laugh that echoed awkwardly off the walls. Even the changeling froze at it's sound, giving the pony a calculating gaze once more.

"Fluttershy?" the copy asked frightfully to the seemingly crazed pony in his grasp.

At the mention of her name the pegasus seemed to come back into the now, blood turning cold in realization that she had lost control once again.

"Are you alright Miss Fluttershy?" the clone asked softly.

"I...I'm fine," Fluttershy whispered softly, heart pounding heavily in her chest.

Glancing up she spotted the glare from the changeling commander. Fluttershy could only shiver in fear at his hardened look that seeped with anger at losing his prey. Glancing to the side to avoid his stare she spotted Discord who was giving her a worried look from across the room. The clone however seemed to accept her answer at face value, relaxing once more into his usual huffy and oddly critical self.

"Well, I started as a chef and now I'm apparently a bodyguard," Discord muttered as he held the pony close before he looked down at her worried form.

Seeing her frown the clone gave a large smile of reassurance, "Now don't you worry about a thing Miss Fluttershy! As much as _Dip_-cord over there seems to think I am the latest form of lawn darts, I will take good care of you."

"I heard that!" the original Discord called out across the cave, patting the now very lively refrigerator on the head. The appliance hummed in excitement, it's cord wagging happily back and forth on the ground.

"Lord Discord," the smooth voice of Chalcid interrupted their conversation, the changeling dusting himself off with his translucent wings, "As amusing as it is to see that you can clone yourself among other abilities, I fear I must intrude. I do believe were in the middle of, as you called it, a "dance?""

The original Discord paused in the middle of petting the appliance, a look of contemplation etched upon his face. After a second he turned his gaze to the changeling and gave a large smile.

"I do so apologize. I forgot where we were for a moment!" Discord said, grabbing the fridge with both his claw and paw and throwing it straight at the changeling.

As fridge flew across the room it's freezer lolled open with it's tongue waggling happily in the air. When it came closer to it's target the appliance opened its door wider, displaying an array of sharp teeth towards the changeling. Fluttershy gasped as she watched it descend upon the changeling like a hungry wolf, only for Chalcid to take two side steps and miss him completely.

The appliance landed mouth first upon a large boulder, which it enthusiastically tried to chew, growling and gnawing at the stone as though it were a chew toy. After a few seconds of failed chomping it seemed to realize something was amiss, seemingly deflating as it sighed in discontent.

"Is that really the best you can do?" Chalcid asked with a raised eyebrow.

Discord went to open his mouth to argue back but the changeling was already taking flight, changing his form once more to that of a mountain lion that charged the Discord that was holding Fluttershy. The clone's eyes widened as it saw the quickly approaching attack and jumped up, trying and failing to not move the small pony around too much. Fluttershy gave a small yelp that inadvertently turned into a small fit of laughter, her world swimming in and out of focus once more much to her internal worry.

"Hey!" Discord cried out from the other side of the room, "You can't just turn into a cougar and run away from me!"

"Well, it could actually be a puma," Fluttershy added with a small fit of giggles even while her eyes spoke volumes of her fear.

"I prefer mountain lion," the changeling provided as he turned on a dime, stretching his claws wide as he swiped at the snake tail of the clone.

"Puma, cougar, mountain cat; who cares!" the clone yelped as he whipped his tail out of reach of the large cat, "Will you just do something!"

"Don't interrupt during an educational moment," the original Discord tisked, snapping his claws and turning the ground under the changeling into ice.

Chalcid's eyes went wide at the sudden change in the environment, slipping back and forth before he finally fell. As he flopped upon the ground, he gave a large centering breath, changing his form to something more suited to the environment. Seconds later a large polar bear stood in his place, slowly lumbering to his feet to swipe once more at his prey.

The cloned Discord didn't waste another second as he held Fluttershy close and flew towards the closest exit form the room, "I know when to take my leave!"

"You better take good care of her!" Discord called after his doppelganger.

"And you better give me a raise!"

"Tsch," Discord huffed, "Help these days."

"I must agree," Chalcid's voice brought his attention back across the room to where the polar bear seemed to curl in on itself and reform into the changeling he had been fighting, "Good help is simply so hard to find."

"Well, what is one to do," Discord sighed as the ice seemed to simply sink into the existing earth, vanishing from their arena, "You can't live with 'em, can't live without 'em as they are a part of your subconscious dream to be a chef that simply just won't shut up."

Chalcid gave a small nod, though he truly didn't understand what the draconequus was going on about. With a deep breath he readied himself, his form changing to that of a wolf once again. Letting loose a deep growl he charged forward towards Discord's current position.

"Wait!" Discord called out holding his claws and paws out in front of him in the universal sign of stopping.

The wolf blinked and skidded to a stop a few dozen paces away from Discord.

"I want to cast a spell," Discord announced.

Chalcid started to circle his prey, his mind whirling as he debated why he was waiting, "Why haven't you cast it yet?"

"Fine then, I will!" Discord pouted, pulling a cape and poorly made wizards hat from behind his back, "I cast magic missile!"

"Magic...missile?" the changeling paused at the ridiculous title. Chalcid shook his head in frustration. This battle was starting to drag, and he did have plans to meet with his Queen before the day was through. With a howl he charged at his enemy.

As the changeling leapt into the air at the draconequus, Discord laughed like a small child, pulling back his cape to reveal a large cartoonish missile that seemed to be stuck in place. No matter how much it sparked and flared from the end it only seemed to shake slightly in the air with no forward progress. Chalcid was left with no chance to dodge as he leapt right into the device.

The inevitable explosion shook the caves around them, blocking their view of each other in the chaos. Chalcid, having changed back into his original form, came up for air to look around the room in horror. The room was covered in pure white foam that clung to the walls giving off an almost perfumy smell. It seemed as though not a spot was free from the froth.

"_Shaving cream_!" Discord sung merrily as he did a backstroke past the horror stricken commander, "Be white and clean! Shave everyday and you'll always look keen!"

Yet Chalcid did not seem to have the same humor about the sudden foamy mess of toiletry products having exploded inside his base. He stood up tall, blasting the soapy-mayhem from his from, leaving what had to be the cleanest changeling and spot of cave floor that Equestria had ever seen.

"You seem...upset," Discord said as he arose from the foam sporting a Freudian like beard and glassing, waving his paw in a pseudo-clueless fashion.

"Upset! I have more than a right to be upset right now good Lord Discord! Do you mean to make a mockery of this battle!"

"No!" the draconequus lied horribly, his eyes darting back and forth and he quickly threw away the jester's outfit that he was hiding behind his back. The bells from the hat jingled merrily as the hit the wall, fell to the floor, and promptly exploded.

Chalcid glared at the draconequus, form changing once more to that of a griffon, flying forward with talons out. Discord paled at the charge and ducked back down into the shaving cream. The griffon wasted no time in slashing through the froth to try and find his target, making the world around him seem like it was snowing.

"Where are you!" the changeling-griffon challenged, spinning around to try and spot the draconequus when his eyes landed on his form, completely covered in the bubbly substance.

Chalcid growled as he dashed across the room. Looming over his adversary, he grinned as he slashed his talons straight across his midsection. The grin soon left his face as he found his attack went all the way through, cutting his enemy in half. The upper body of Discord simply flopped to the side and fell back into the foam, sending clouds of foamy bubbles into the air.

"Putting dummies in your place," he muttered to himself in frustration, "Where are you, Discord?"

Turning around he found a variety of shaving cream Discords in various poses, set up almost like snow men across the room. Off the side sat the real Discord, busy forming another replica of himself.

"Do I go classical or modern?" he mused to himself as he looked at his base form, "Or perhaps more regal? Oh! Like Napoleon Ponyabarte!"

A snap of his paw later and in place of his poorly done foam sculpture of himself sat now an imposing form of a conqueror version of himself, wearing the same clothes as the revolutionary conquer. His "snowman" looked forward with a serious expression, complete with the bicorne hat and his claw within his decorated jacket.

Discord gave an agreeing nod when he suddenly froze.

"What feels like imminent demise?" he mused to himself, turning around to spot the changeling-griffon flying towards him at high speeds.

"Oh," was all he was able to utter before the creature was upon him, pushing him through his Discordian Ponyabarte and a few of his other decorative, soapy statues. They slid easily across the shaving cream faster than either could have expected running quickly into the wall, stunning Discord and knocking the changeling back, forcing him to release his current form and change back to his original.

"You will take me seriously," Chalcid hissed as he stood up once more.

"Where's the fun in...serious," Discord asked in a dazed voice, shakily lifting his claw in the air.

"Battles are all about being serious," Chalcid said, marching toward his downed adversary, "It is all about analyzing your enemy and creating logical plans and strategies to take that enemy down. It is about using your mind to dominate and ultimately destroy those which defy you. How else would the changeling horde have made it this far without the use of careful plans and strategies?"

"A lot of good that did you in Canterlot," Discord muttered as he sat up, rubbing the back of his head. A surprised "oof" left his mouth as a hoof pressed his chest back into the ground.

"The Canterlot Invasion was perfect," Chalcid insisted through grit teeth, "It accounted for the Princesses and their spells. It accounted for the guards and the attendees. It accounted for the reaction of every pony that lived within that city."

"Funny, as seeing how it was the ponies that didn't live there that ultimately played the part that took you down," Discord mocked.

The changeling growled in frustration, his form changing to that of a bear once more. With a mighty roar he swung his claws down upon the downed draconequus. Discord moved his arms up to shield his face as he started to sink into the ground to avoid the blows but could not avoid being hit.

As he rose up from the ground across the room. He stumbled back a bit as he hissed in pain, his paw cupping the left side of his face that throbbed in pain. Pulling back his lions arm he blinked his left eye experimentally, trying to ignore the pain. While his vision was blurred a bit he could still see. Holding his arms out to the side to get balanced again he noted the gashes that screamed in pain that marred both their backs.

"What have you done to my beautiful face and arms," Discord yelled, catching the searching gaze of the changeling.

Chalcid wasted no time on waiting for his enemy to recover any longer than he already had, eyes dancing as he seeked his target and spotting him across the room in a matter of seconds. Retaking his form as a hawk, he flew over to Discord's distracted spot in a flash. As he neared his enemy he changed his body to that of an elephant, intent on crushing this adversary.

Discord looked up in time to see a large wall of elephant threatening to smash him into nonexistence. For a split second fear filled his eyes before a serious expression crossed his face. He wasted no time in summoning a large trampoline above him, bouncing the large mammal back across the room.

Chalcid's elephant body flailed as it sailed through the air. Trumpeting in frustration, he twisted mid-air shifting into a turtle, ducking his head and limbs into the hard shell that protected his body, his armored form slipping easily across the soapy floor of the room. Extending his limbs to slow his slide, he slowly found traction through the rocks and debris on the ground. Shaking his head to righten the world once more, he spotted Discord standing confidently across the room. Chalcid let loose a growl, that sounded horribly weak in his current form, but he did not care. Changing his form to the powerful legs and strong horns of a ram, her charged head first at the draconequus once more.

"You wanted serious," Discord said with a sneer, watching the changeling's approach, "You've got serious."

With a snap of his paw a large crate appeared next to him, its contents jingling as gravity pulled it to the ground. Discord reached inside the container, eyes not leaving the changeling-ram that approached him, and pulled forth a glass filled with chocolate milk.

"I can't believe I had to resort to this," he muttered with a pout, taking a moment to look at the beverage in his claw.

With a sigh, he quickly chugged the glass of the drink, leaving only the floating form of the liquid behind, and threw the gravity defying beverage at the approaching changeling. Chalcid only lightly altered his course, thinking nothing of the object that flew close to his flank. As the liquid crashed to the floor he quickly realized the grave mistake he had just made as the earth behind him exploded upwards, causing him to be pushed off balance and spill to the ground. Looking up he could only gape at the Discord's now smug gaze as shaving cream and dirt rained down from the explosion.

"My poor chocolate milk collection. I had worked so hard on creating the perfect levels of milk and chocolate! But alas, it is an emergency," the draconequus sighed, before shrugging his shoulders and chugging the next glass in the crate and tossing in the general direction of Chalcid.

The changeling, learning from his previous mistake, became a mole and dug as fast as he could to avoid the inevitable blast. Plowing through the earth he worked his way down and away from his previous position and back up to a new area. Popping back up he found Discord was happily drinking glasses and tossing them around the room, making the ground shake all around the cavern. He simply had no care in his mind as to what was hit, as he flung glass after glass around the room.

Chalcid recognized a valuable weapon when he saw one, and changed back to his original form to summon a glass to himself. Remaining hidden behind a rather large collection of shaving cream, he studied the glass before him. The drinks smell made him gag. It was much too sweet. With a shake of his head he took aim and jumped out from his hiding place.

"Found you!" Discord cheered as he reached for a new glass himself.

But the beverage had already been flung through the air with magic, flying towards its desired target with ease. Discord's eyes went wide as the glass flew right at him, dropping his own full glass of chocolate milk to the ground in surprise. The glass sailed through the air, hit Discord square in the chest, bounced back off and onto the floor.

"Wha-," Chalcid gasped mind boggled that this weapon had not worked, "It didn't work? How did it now work!"

"You didn't drink it, did you?" Discord guffawed, as he tried to brush the chocolatey mess that got into his coat, "It only activates if you drink it. Duh!"

"How can any creature enjoy a sickly drink such as that!"

"Sickly," Discord asked, a pout marring his face. Shaking his head he turned serious, "You take that back! You will apologize to all the chocolate milk drinkers of the world in this instance, you fiend!"

Chalcid found himself sweating as he found large barrels filled to the brim with the chocolatey beverage appearing in the room between him and the enraged draconequus. Turning in place, he pushed himself as fast as his legs could carry him as he fled from the creature that was now threatening to "fill his belly with the most amazing creation known to the world" and that he would "_like_ it and _enjoy_ it."

As the changeling commander found himself darting off down the nearest corridor away from the shaving cream room that was quickly being flooded with chocolate milk, he could only think of how failed of an attack this had been.

"There has to be a better way," he huffed to himself, thinking fast about everything he had seen so far with the self proclaimed Lord of Chaos. After a second an evil grin spread across his face.

Dodging another milk attack from the raging draconequus behind him he calculated his new plan of attack. Perhaps if he could lose Discord, he could find exactly what he needed for a victory against not only the draconequus, but the ponies of Equestria as well.

* * *

Fluttershy found herself wincing yet again in the clone Discord's arms. They had met up with more than a few groups of changelings that the draconequus dealt with as swiftly as he could, but it did little to keep her from being jostled around in his arms. Still it was better than running blindly around on her own again, and something about Discord's presence seemed help keep the shifts between reality away.

"Sorry," the clone hissed once again, having effectively transformed one of the changelings into a chicken as large as a train engine. The now chicken-changeling paused in shock at first, before drifting its eyes across the room. Spotting the buzzing of the other changeling's in the room the chicken began to drool. The remaining changelings looked at each other with worried glances before scattering, the chicken-changeling bawking out a challenge as it chased after its prey.

"It's alright," Fluttershy whispered with tears brimming her eyes, "Could you just...put me down for a moment."

Discord looked like he was going to argue but stopped when he saw her face, "Fine. But don't blame me if mister original gets all butthurt over our little break here. I'm supposed to be your "bodyguard" or whatever."

Fluttershy gave a soft smile at his pseudo attitude. She knew deep down that he would do whatever the real Discord asked. He just didn't like being told what to do, especially if it involved work. Just like the original, he was a real sweetheart at heart.

"Listen, Miss Fluttershy," the clone began with a hesitant voice, "I know you said you were fine and all...but are you really. I know my original self is getting worried."

"Well...I…." Fluttershy looked up at the copy with wide eyes, not knowing what to say. She opened and closed her mouth a few more times, her eyes darting across the hall as she tried to think of something to say, dragging out a prolonged silence.

"I'm getting ahead of myself," Discord laughed nervously, trying to end the awkward tension that had grown, "Let's just focus on getting out of here. Alright?"

She nodded slowly, adding with a soft smile, "Right."

Discord smiled largely as he studied the two exits that were before him, "Now which way is the way-"

"HOLD IT RIGHT THERE!"

Discord jumped in front of Fluttershy at the intrusion, blocking her view of the addition.

"Did you think we'd let you just run away like that," a female voice echoed off the cave walls, "After everything you've done!"

"Fluttershy," the clone whispered, his voice sounding nervous, "I need you to run."

"Wha-," she looked up at him horrified only to be interrupted.

"This isn't time to argue or ask questions," Discord's face looked down at her with a fierce stare that made her shiver, "This is a group that I don't think I'll be able to win against. Not like the changelings."

Fluttershy nodded, her face filled with fear. She couldn't wrap her head around what could possibly scare Discord in any form.

"I don't know what you're mumbling over there," a new voice spoke up from down the hall, "And I really don't care! You are going down Dip-cord!"

A sudden blue blur flew around Discord, almost blocking his form from the pegasus's view.

"Fluttershy! Run!" Discord called from within the quickly forming tornado, their eyes meeting for a mere second in time as he stood against this unknown danger.

Suddenly Fluttershy understood. For all the doubts that she was having earlier, she had found that she trusted the chaotic being known as Discord. Ture, he was selfish, egotistical, and could be rather cruel to those he didn't like, but at the end of the day he had been nothing but kind and friendly towards her. Even when her home turned against her, he was there to look after her. His eyes spoke volumes of how much he worried and cared about her. All they asked for was a bit of faith in return.

It that's what he asked, then that's what he would receive. With a teary nod, Fluttershy turned and took off down the side tunnel.

"Fluttershy?" what sounded like the second voice parroted, but Fluttershy was already gone, racing off down the cave's tunnel.

* * *

"Fluttershy?" Rainbow Dash repeated in confusion, trying and failing to spot her friend as the world sped past her. Was that second form from earlier really her? Now that she thought about it, the blur had looked the same shades of yellow and pink….

Discord smirked as he watched the distracted pegasus slow down just enough for him to be able to track her. One second she was speeding around, creating a cyclone around her sworn enemy, the next second the blue pegasus found herself sprawled out against the wall above the rest of her friends.

"I thought that this was already reviewed," Discord muttered as he shouldered a frying pan, "You need to pay attention more in class or you'll fall behind."

"Are you alright?" Applejack looked over their downed friend.

"Fluttershy," Rainbow Dash muttered, eyes still spinning.

"Fluttershy? Did you see her? Where was she?" Twilight tore her attention from the smirking draconequus before her to her downed friend.

Rainbow Dash shook her head hard, her eyes dancing around for a moment to refocus on the world around her, "Fluttershy...Fluttershy was just over there!"

"What!" Pinkie cried out, "And she didn't even stop to say hello!"

"Where did she go," Twilight demanded, turning around to try and spot the soft yellow and pink pony.

"Discord said something to her and she ran off down the hall," Rainbow sat back up, preparing to join the battle once more.

"Oh my," Rarity frowned, "Is she...is she afraid of us by chance?"

"No way," Rainbow's head snapped over to look at the unicorn, "It has to be some sort of spell Discord cast on her! She's our friend, she wouldn't be scared of us!"

"Either way we need to stop her before something terrible happens!" Twilight looked at all of their group in turn, each one showing determination and support in their eyes, "We'll defeat Discord and return our friend to her home! We can fix all of this!"

"Such a stirring remark," the Discord across the way tutted as he tossed the frying pan away from his form, his uniform almost rolling off of him like a cloud, "But the question of how still hangs in the balance."

"Well, you could just let us take Fluttershy back home again," Pinkie Pie put forth, followed by a large grin that seemed to take over her face.

"Pretty please," she added, her eyes growing big, practically covering the rest of her face that wasn't already covered by the grin.

"How about I let the lot of you walk away from here and I take care of Fluttershy and whatever ills her for the days to come," Discord haughtily replied.

"You don't even understand what "ills" her," Rarity shot back.

"We know a cure for the spell," Twilight added, giving one last attempt at negotiations, "We can fix her and-"

Discord interrupted her with a large yawn, "Yes, yes, she's _your_ friend and you are here to take care of her, yadda, yadda, yadda. You know you really need to get some better dialogue."

With a snap of his paw a large force field appeared between the group of ponies and the draconequus. It looked to be almost the length of a full grown stallion and was bright red in color, yet completely translucent to the other side where they could see the draconequus smirking in success.

"I'd really love to stay and chat," his voice came through the barrier like a distorted echo, "But I have a pony to finish rescuing."

"Hey! That's our job mister!" Pinkie cried after his retreating form.

Rushing forward, the pink pony made to bash upon the wall to yell at him to come back at once and to "surrender over his resume to guarantee he had the correct job experience for such a task," only to find that instead of a solid barrier that she and others had been expecting, it wiggled back and forth, giving ever so slightly to her hoofs. A few test pokes from the others proved that it wasn't just Pinkie who was experiencing this event.

"What in the world," Applejack asked with a hard frown on her face.

"What _is_ this," Rarity poked a hoof at it as though the wall would suddenly bite her.

Pinkie Pie once again took the initiative and gave the wall a large lick, much to everyones protests.

"Oh my-," Pinkie began, a look of awe upon her face that slowly shifted into a grin, "It's full of jello!"

"Well, more like it is jello," Twilight tried to correct, stopping when she saw the sugar fiend of the group start munching her way through the wall, "Pinkie! What are you-!"

"Wait, Twilight," Rainbow interrupted, watching as Pinkie ate through the large layers of the substance, "She's making a way through! We'll be able to chase after Discord and Fluttershy in no time flat!"

"But what if it's poisoned," Twilight asked in horror as she watched the pink demon move forward with a terrifying gusto.

"A little too late for that now," Applejack muttered, watching where Pinkie was only a legs length away from the end, "Anyways, usually Discord is more about pranks than actual physical harm…."

"We can swing by the hospital later," Rainbow said with a roll of her eyes, Pinkie honestly looked fine to her, "Plus, it would have taken too long to find another path, Discord could have left with Fluttershy by then!"

"Alright," Twilight conceded with a sigh, watching as Pinkie Pie finished creating a hole through the jello barrier.

"That was too good," Pinkie said with a sigh as she fell upon her back for a break upon the other side of her tunnel.

"Thanks Pinkie," Rainbow smiled down at the downed pony as she turned to dash off down the halls.

"Rainbow! Wait up," Applejack called, giving a worried glance at the party pony.

"I do say," Rarity squeamishly made her way through the sticky substance to her friend, "Are you quite alright?"

"Better than alright!" Pinkie sighed, "I was so hungry."

"Didn't you just eat a large amount of ice cream not that long ago?" Twilight asked with a frown.

"Oh, that was good too!" Pinkie squealed at the memory of the sunday mess, "But that was sooooo long ago now. I needed a new snack!"

"If you say so," Twilight said, trying not to ask too many questions about her seemingly bottomless pit of a friend.

Rarity interrupted them by clearing her throat, "I do think we need to get a move-on. Applejack and Rainbow Dash seemed to have disappeared ahead of us."

"Onwards!" Pinkie cried out, flipping over with a groan, running forward before either Rarity or Twilight Sparkle had the chance to ask anything.


	21. Chapter 21: A True, True Friend

**AN: Thank you for waiting. We've had some family issues come up and the computer is still down. But now we are back.**

**As per usual, I don't own My Little Pony, or other references, including Night Vale and Pokemon.**

* * *

Chapter 21: A True, True Friend

* * *

"You won't get away that easily," Rainbow Dash said with a smirk.

In a show of skill and flurry of wing beats, Rainbow appeared in front of Discord with a smirk. Her sudden appearance appeared to surprise the draconequus in question, only making the pegasus feel even more smug. Not bothering to wait for his response, she Mspun around and gave a full bodied kick to the gut. And against everything that they had experienced before, she actually landed a hit upon the chaotic being.

A part of Rainbow felt it was odd that she was even able to hit him at all, but she quickly wrote it off as her own sheer awesomeness and skill.

"Ah, yes, the weather pony," Discord muttered to himself, clutching his gut.

"Oh, did you forget about me so easily?" Rainbow mocked, flipping in midair and landing on the ground before him, "I'm so hurt."

Discord didn't bother to respond, snapping his fingers. The ground underneath the pegasus vanished, being replaced by that of pudding. Rainbow gasped, feeling herself falling into the viscous material. She pulled her legs against it only to find that she sunk deeper and deeper into the pit.

"Just what are you doin'," an exasperated voice called from across the room, making both the pegasus and draconequus glance at where the cowpony had now joined them.

Applejack didn't even wait for a response as she pulled forth her lasso and launched it out against Discord once more. Her aim held true as the rope wrapped itself around Discord's body, effectively pulling his arms to his side. With a whoop of excitement, she made to pull her catch down to the ground and to tie up his limbs before he could act.

The Discord in question held a worried look on his face as the orange pony pulled with all her might to pull him down. With a snap of his tail a large vat of liquid appeared above the rope, the only clue to its contents the "Caution: The Beverage You Are About to Enjoy is HOT" stamped along the side. A second snap sounded in the cavern, pouring the dark liquid contained within over the rope, its superheated liquid melting the middle with a snap. Applejack and Discord both fell from the lack of tension, each trying to get back up before the other.

"Rainbow! Seriously! Just what are you doin'!" Applejack cried, "Use yer wings, darn it!"

Rainbow Dash blushed as she spread her wings wide. She had wings, and she would use them! With a few heavy flaps she pulled herself free. Shaking off the pudding that stuck to her hooves, she flashed back off to face Discord head on. The draconequus in question was still struggling against the rope that fastened his arms against his torso. Spotting Rainbow Dash's smirk, Discord gave a yelp and started running down the tunnel, snapping his fingers in quick succession, summoning large plates of spaghetti doused in tomato sauce that flew blindly over his shoulder towards the pegasus.

Twilight Sparkle, Pinkie Pie, and a Rarity all arrived to the scene with the usual level of confusion that they had grown to anticipate with their battles against Discord. A plate of spaghetti topped with a tomato sauce flew across the room at Twilight Sparkle. Seeing the approaching pasta dish, the unicorn promptly ducked, avoiding the attack yet causing it to hit Pinkie in the face like a pie.

"Are you kidding me," Pinkie yelled as the pasta dripped off her face.

"Pinkie, are you ok," Applejack called out, running over to her friends who had only just arrived.

"Oh, I'm fine," Pinkie said with a smile, slurping up a noodle that clung to her cheek, "I see exactly what Discord is doing. And I have to say it is a dastardly cunning plan."

"Eh, how is that?"

"Why then I won't be able to chase him anymore as my stomach will be too full! Duh," Pinkie said as though she was explaining that the sky was blue. Jumping up, the party pony grabbed another plate of spaghetti that flew from the ensuing fight towards them.

With a full mouth, she continued to explain, "He keer-ps...feerding urs this urmazing...delicious food vat you...can't help burt eat! And ve more we…eat, ve fuller we reel! And ve more full we are...ve slower we run! It's positively GENIUS!"

"Right," Applejack said slowly, not believing a word she was hearing.

"Pinkie is right about something though," Twilight said, her face frowning in thought.

"She is?" "I am!" the other two asked at the same time.

"Something is off here," Twilight Sparkle muttered, glancing back up to watch as Rainbow Dash landed successful hit after successful hit upon Discord who continued to summon various pasta dishes against the pegasus.

"I know," Pinkie gave an upset cry, "This pasta is missing it's never-ending breadsticks!"

"What do you mean, Twilight?" Applejack spoke up before any of them got off topic with Pinkie Pie again.

"It's Discord himself," Twilight said with a frown, "Remember before, back at the cottage? All of us working together were barely a match for him. But now even Rainbow Dash is able to fight hoof to hoof with him."

"Well, Rarity is helping right now," Applejack provided, watching as the seamstress used spells to move rocks to defend Rainbow from Discord's attacks.

"True," Twilight admitted, "But even with that, have you noticed how all of his attacks have suddenly all become food related? Or that he seems to be more scared of us than his usual, cocky self?"

"Now that you mention it," Pinkie Pie commented, pausing to slurp down one more noodle, "He does seem to be using an unordinary amount of oregano in this sauce."

Applejack rolled her eyes, "He does use food for a lot of his magic. I mean, look at the clouds, that little cottage in the woods...he even used apples against me when we first ever fought against him!"

Twilight nodded once more, "He does, but he also uses other items or changes the environment to his advantage. He froze over your entire farm to ice skate. He has summoned lawn mowers to knock out changelings. We've even seen him turn roads into soap pits.

"But this one," she continued, eyes narrowing as she continued to analyze the creature before her, "He doesn't use any of these things. The only tools he has used so far was a cheese grater to cut the ropes from his body and some spatulas to flip vegetables out of frying pans at us."

"Well," Applejack drawled after a moment of silence, "What do you think it all means?"

"I think it means we aren't actually fighting the real Discord," Twilight said.

"You mean we are just fightin' a copy?"

"Exactly. Which means we-"

A familiar scream made the whole room pause.

"Fluttershy," Discord gasped out, ignoring the ponies before him and flying off down the hall in fright.

"Where do you think you're going!" Rainbow Dash called after him, flying into his path, making Discord come to a screeching halt. All the ponies in the room flinched at the sharp noise that was like nails upon a chalkboard.

"My ears," Twilight groaned, holding her head between her hooves.

"Do we really have time for this," Discord sighed in annoyance, tapping his foot impatiently upon the floor. The ground under Rainbow Dash broke open, a molten cheese sauce geyser erupting up towards the pegasus.

Rainbow backpedaled, avoiding the scorching dip by the hair on her head. As the sauce eruption slowed she spotted Discord slipping off down the hall.

"He's getting away!"

Twilight didn't even bother to respond, already making her way around the cheesy trap. Rarity followed close behind, with Applejack dragging Pinkie Pie at the rear.

"But the queso-y goodness," the pink pony cried, reaching out towards the now simmering cheese pit, but they were already turning the corner to the adjoining hall.

* * *

Fluttershy found herself cornered, glancing nervously back and forth as two different changeling's approached her. Laughter bubbled out of her even as her eyes darted around, looking for an exit.

"Fluttershy! Duck!"

Dropping to the floor, she watched as a cast iron skillet in the shape of a duck soared over her head and slammed into the first of the two advancing changelings. The second glanced around in shock at the sudden attack on his friend.

Discord appears next to Fluttershy, holding a whisk threateningly at the remaining changeling, "My apologies. The last one _would_ have been a duck, but my duck telepathy is on the fritz."

Fluttershy didn't get a moment to speak her thanks when a beam of white energy flew by and hit the remaining changeling.

"Fluttershy!" came the familiar cry from down the tunnel. Glancing over her shoulder she spotted her friends from Ponyville rushing forward.

"G-girls?!"

"Discord. I'll only say this once. Back away from Fluttershy," Twilight growled out, horn glowing bright.

The draconequus scoffed, crossing his arms and scowling, "And why should I?"

A beam of magic hit the whisk in his hand, making it fly off over his shoulder. Fluttershy gasped, ducking behind Discord in fear.

"Well that wasn't very nice," he muttered, though a look of fear passed the clones eyes.

"You won't look very nice when we're done with you," Rainbow grinned evilly.

"Fluttershy, dear, we are here to rescue you from this brute and bring you home again," Rarity called out to the cowering pony.

"What?" Fluttershy whispered, glancing back up over Discord's tail.

"Now who are you callin' a brute," Discord frowned, stepping between Fluttershy and the group.

"You are ya' big lunk!" Applejack called, "Come on, sugar cube! You don't actually _trust_ this guy, do ya?"

"I...I…." Fluttershy choked on her words, glancing nervously back and forth.

"Don't listen to them, Fluttershy!" Discord looked over his shoulder.

As each group called out to the small pegasus, Fluttershy seemed to crawl more and more inside herself. Their conflicting cries falling upon an already confused pony.

Fluttershy felt conflicted as she watched her friends from Ponyville challenge Discord. He looked tired as he breathed in and out in heavy bursts, his body covered in scrapes. It seemed that Discord's clones were not made of the same stuff as the original.

Glancing back and forth Fluttershy tried to decide what to do. On one side were her closest friends that she had ever had. They were her fellow elements of harmony, practically her family after all they had been through together. And yet here they were glaring down Discord who was simply trying to protect her.

"Don't you see what he is doing to you Fluttershy," Rarity called out, "He has blatantly lied to you and is now trying to keep you away from us!"

"I-I...I don't," Fluttershy muttered, glancing back and forth between her friends and Discord. The world felt like it was slipping from her control and wanting to spin away, her eyes unable to stay focused for more than a few seconds at a time.

"Don't listen to them Fluttershy," Discord said calmly, taking his eyes off the attacking ponies, "They put this horrible curse on you. They ran you out of town. What reason do you have to trust them?"

Fluttershy just whimpered in response. Her heart felt like it was about to fly out of her chest. She no longer felt in control. Her body felt numb, as though she had just become a puppet upon a stage being pulled along by somepony else.

"Don't listen to _us_," Rainbow Dash scoffed, "Like you are one to talk! Look at what he did to us when we first met him! He changed us all into our opposites! How is that friendly in any way? Listen to your _true_ friends Fluttershy."

"I…," Fluttershy whispered as she gasped for air, "I can't-"

"I don't know what lies he's told you, sugarcube," Applejack drawled, eyes never leaving the clone, "But they're just that, lies. We're here to bring you home again. Isn't that what you want?"

_No_, Fluttershy wanted to say but words were not forming. She really didn't want to go home right now. She remembered what it was like. All the sneers and disappointed faces. No, she didn't want to go home. She just wanted to be with her friends, _all _ of her friends, in a nice, peaceful place where they wouldn't have to worry about anypony else. She did not want to go to that place known as Ponyville. As far as she remembered her house was the cake shop in the middle of town, where she would have to get past everypony in town. No, that was not what she wanted at all.

"Grab my claw, Fluttershy," Discord reached out to her, "And we'll never have to see them again. We could go live in the cottage by the sea! Or by a forest! Or an animal reserve! You don't have to deal with these fake friends ever again."

"Stay away from her," Twilight pushed forward, horn glowing brightly with magic.

"But-but I," Fluttershy muttered, eyes brimming with tears. She didn't want to hurt either side.

Fluttershy had to be honest with herself. As much as she didn't want to go back to Ponyville, she didn't want to go back to the cottage again either. That was as good as solitude for the rest of her life. Discord may have been acting as a good friend, but the idea of solitary confinement was not what she considered to be a happy life.

This wasn't what she wanted! This wasn't it at all!

"Fluttershy," Discord's voice brought her out of her daze. The worn draconequus just stood there, smiling that odd goofy grin he wore when she laughed at his jokes or when a prank had gone well. He seemed so calm.

"It's going to be alright," he continued, "No matter what you choose. I know my original may not agree with that idea, but he really just wants you to be happy."

She sniveled lightly, wiping the tears away before they fell. Looking up she saw a tranquility in his eyes that reminded her their previous days spent in his small cottage. They had been fun, and he had been so kind and caring to her condition. Perhaps going with Discord wouldn't be such a bad choice.

"Discord," Fluttershy whispered, hesitantly reaching out towards his outstretched claw.

On the other side of the room her friends watched in horror as Fluttershy made her choice.

"No," Twilight whispered. Here they had fought all this way to get their friend back and now all they could do was watch as she was tricked into making the wrong choice.

"No!" she repeated louder, catching the attention of her friends.

Fury in her eyes, Twilight's horn glowed brightly in the dark caves with magic. Without a thought to what spell she may cast, the unicorn unleashed a spell on the draconequus that was manipulating their friend once more. Previous views of keeping Discord in one piece and working with him for Fluttershy's sake were tossed out the window as the spell flew free and true to her target.

Fluttershy noticed none of this as she slowly reached out towards Discord. She was within hoofs reach of him when a blinding light hit the draconequus before her. The world filled with light, blinding her view and blasting her hair back with it's etherial winds.

"Discord?" Fluttershy called out in a concerned cough, trying to glance through the offending dust to her friend.

Hearing no response she felt her heartbeat began to quicken in pace, mad laughter returning to her ears as she glanced desperately around. Her breaths began to come in faster paces, as she could only imagine the worst.

Fluttershy dashed forward, ignoring the calls from the other ponies in the room. She had to find her friend who was lost in the settling dust. She couldn't find anything at first, then she spotted a stray hoof sprouting from the earth at an odd angle, followed by a limp eagles claw lying upon a large rock. Letting out a small shout of fear, Fluttershy rushed to his side immediately.

"Di-Discord?" she whispered.

"Ah," Discord coughed, "Miss Fl-luttershy."

"Nononono," Fluttershy began shaking as she studied his fallen form, "Ju...just give me a minute, I'll get help and-"

"Fluttershy," Discord whispered with a frown, making the pegasus pause before she fully lost herself, "The only ones nearby are that group of ponies, and they aren't going to help someone like me."

"I'll-I'll convince them otherwise," she urged, "I can talk to them and we'll...we'll…."

Discord gave a soft laugh only for him to grimace at the pain.

"Don't worry, dear little Fluttershy," Discord said with a sad smile, "I'll be alright. I'm just a copy, right?"

"Th-that's not fair to you though," Fluttershy's voice was barely heard even with how close she was.

"I'll be fine," the draconequus urged once more, "But I'm afraid you might not be. I don't know where you are when you get into your laughing fits, but it isn't who you are. Please don't leave us, Fluttershy. I know my original would be most sad if you did."

"You're talking like you are going to leave me," Fluttershy whispered, eyes tearing up.

A frown marred the clones face, before he looked her directly in the eyes, "The magic won't hold much longer, my dear."

Fluttershy gulped, eyes darting back and forth like she was trying to find the right words, "You-you can't! Who is going to help us make cakes? Or-or make pancakes on demand! Or-"

"Fluttershy," Discord whispered, patting her on the head, "Please don't leave us all behind."

"Discord," Fluttershy choked up, unable to respond, grabbing his paw between her hooves.

With one last sigh, the clone lay still upon the floor. Fluttershy glanced across his motionless form, crying out to him but to no avail. As she was crying his body slowly began to fade, starting at his feet and tail, slowly making its way up his head. Holding tightly, as though it would keep him here, Fluttershy closed her eyes and held his paw close. Soon even his paw disappeared, leaving the air before her empty.

Finally opening her eyes, she saw that the crater in which Discord had lay was now empty. Pulling her hooves closer to her chest to help hold against the pain in, she found a chuckle escaped her lips. It felt like the whole world had been ripped out from under her.

Her mind could no longer recognized the Discord that had been before her as a clone, as much as the copy had tried to push, only recognizing this destruction as the death of the actual Discord himself.

An empty numbness was taking over, making the world around her fade.

A soft chuckle left her lips without her consent, but she was no longer there to care.

The first laugh lead to a second.

And the second to the third.

Until all that was left…

...

...was the sound…

...

...

…of laughter.

...

...

...

Perhaps…

...

...

...

...

...

Perhaps it was simply better this way.

* * *

The remaining Elements of Harmony stood across the room in shock. None of them had expected such a spell to have existed, let alone for it to be used in such a way against their opponent. Sure, Discord was a pain and an annoyance, but none of them really wanted to see any real harm come to him. They just wanted him to stop keeping Fluttershy locked away.

"What did you do," Rarity was the first to react, asking in awe at the smoke and dust that filled the room before them, blocking off their view of both Fluttershy and the clone of Discord.

"I-I don't know!" Twilight gasped, scared of the power she just unleashed, "I just wanted Discord to stop! I wanted him to go away!"

The group flinched as they heard the cry of despair from across the room.

"What's going on," Applejack said in concern. They could hear whispers but not what was being said.

"I'm on it," Rainbow declared, using her wings to push the dust out of the room.

Soon the group could spot the yellow pony sitting next to a downed form of Discord. Only that this Discord wasn't whole, he was slowly vanishing across the room. They could all see as Fluttershy sat by his side, tears streaming down her face, holding his lions arm close to her until he finally vanished in full.

"She does know that's only a clone, right?" Rarity asked in worry, hesitantly making her way towards the crying pony.

"It doesn't look like it to me," Pinkie said, sounding completely off with her serious tone and frown across her face.

Much to their surprise, instead of their friend crying in sorrow and grief, they only heard her start to laugh. Her laughs only increased until the filled up the room, making all the ponies stop in worry.

"Twilight?" Rainbow asked, landing next to the unicorn, eyes not leaving Fluttershy, "What's...what's going on?"

"Did my spell do this to her," Twilight whispered, never having seen this kind of reaction to loss before.

"Fluttershy," Pinkie Pie raced forward, pushing past her group of friends to get to the lone pegasus, "Fluttershy, can you hear us! It's me! It's Pinkie!"

As Pinkie neared her friend a large flash made her stumble back. Looking up, her and the others gasped in shock at the sight of large, foreboding changeling stood before them, wearing a set of armor that demanded attention and spoke volumes of his place in the hive.

"So this is where you were hiding," Chalcid smirked as he looked at the laughing pony before him, "I thought I would never find you."

Glancing over his shoulder, he spotted the rest of the ponies in the room, "And you brought your little friends together too. Oh, Queen Chrysalis is going to reward me for your little group."

"Who are you," Twilight called out, eyeing the changeling.

"Why, I am Commander Chalcid. And I will be the one delivering you to my glorious Queen to be devoured tonight," Chalcid laughed.

Moving next to the laughing pony he used his magic to summon the pony to him. Fluttershy was outlined in green as the magic took hold, lifting her up to eye level. Yet the hysterical pony didn't seem to notice the change at all, eyes remaining out of focus, staring off into a distant horizon that nopony really knew of.

"Put her down!" Rainbow Dash called out, jumping into the air as she and the others took up battle stances.

"Do so and your friend here gets it," Chalcid chortled, levitating the yellow pegasus in front of him, "You don't want to hurt your poor little friend here, do you?"

Twilight's eyes grew wide with worry, backing away slowly she said, "Rainbow. Stand down."

"But Twilight!"

"You don't want to hurt Fluttershy any more now, do ya'," Applejack put in, following Twilight's lead, "We'll figure this out. You trust Twilight, right?"

Rainbow frowned and landed back on the ground.

Chalcid snorted at their little display, "Stupid ponies. So predictable. So easy to manipulate."

Turning, he studied the pony that he held in his magical grasp, "I see that you have only gotten worse while I have been busy with your friend."

Chalcid sneered at he looked over her shaking form. It was always so much more enjoyable when prey fought back or cried or reacted in any way. Yet she just sat there in his spell, laughing into the distance.

"My-my, you are the noisy one, aren't you?" Chalcid frowned, studying her form, "Laughter is simply much too sweet for my tastes, but if it will make you quiet…."

The changeling's horn glew an eerie green, billowing out like a tendril of mist around Fluttershy. The thought of the meal to come almost made Chalcid drool as he watched in satisfaction as his spell took over. Pulling the pony closer to himself, he prepared to take a bite even as Twilight and the others gasped in realization of what he made to do. The group rushed forward to try and stop him only to shout in shock when a large explosion crashed out on the wall behind the changeling.

"Put her down!" Discord called out, holding a chocolate milk in each hand, a sneer upon his face as he looked at the changeling commander before him.

"Ah, good Lord Discord," Chalcid called out in false merriment, "I was curious if you would join our party or not."

"How could I avoid it when my friend is here," Discord said, eyeing Fluttershy still stuck in the changeling's grasp.

"Well I will tell you what I told them," Chalcid sneered, "Stay back or the girl gets hurt."

"That's not what he said before," Pinkie muttered with a frown.

"Put Fluttershy down or you'll force me to use all my powers to make your life a living nightmare," Discord growled, gaze not leaving his opponent.

"Both of you back away from Fluttershy now!" Rainbow called out from the middle of the room.

"Back away or what?" Chalcid laughed darkly.

"Or-or we'll use the elements of harmony on you!" Rainbow Dash declared, flustered at the thought that her threat really held no precedence.

Both Discord and Chalcid stared at her as though she had grown a second head.

The changeling chuckled softly at first before it became full bellied laughs, "You silly pony. Do you really think that I don't study my opponents before I launch an attack? I know fully well that you need _all_ the ponies of harmony to launch an attack!"

"He's right you know," Twilight whispered in despair, "We'd need Fluttershy if we were going to use those against him."

"Seeing as you have no grounds to attack me," Chalcid droned on, turning his attention across the room to where Discord was, "I will...wait, where did the draconequus go?"

"I think it's time for you to pay more attention," a voice said from right before him. The Fluttershy he had been holding looked up, revealing Discord's face upon Fluttershy's body.

"Oh my," Rarity whispered, falling back and dramatically fainting on the spot.

"I think I'm going to be sick," Rainbow muttered, looking as green as her friends around her at the combination of her friend and her enemy.

Discord reached forward and punched the changeling commander in the face, knocking the changeling back many paces. Chalcid shook his head, trying to clear his vision yet Discord was upon him before he could even get an even footing. A snap of his paw and a large boulder appeared above the changeling, descending at a fast pace.

Chalcid rolled out of the path of large rock, transforming into a ram as he did so.

"Do you really think you can save her when she is already so far gone?" Chalcid challenged the draconequus as he charged forward.

"My magic can do anything," Discord objected, changing into a costume of a toreador in the process.

As Chalcid came dashing forwards to hit him, Discord pulled back the red cloth to reveal the group of surprised ponies from across the room. With a yelp, Twilight and Applejack pulled Rarity out of harm's way while Rainbow took to the air once more. Pinkie Pie laughed with glee as she bounced over the stampeding ram.

"So do tell why your _friend_ is still suffering from some form of insanity?" Chalcid declared as he came to a halt, changing back to his original form.

"No one asked you!" Discord growled, summoning a large variety of colorful fish with wings which he magically flung at his opponent. Each fish flew through the air at a frightening velocity, causing small explosions upon impact with anything they hit. Having dodged the first few blasts, Chalcid changed into a hawk once more, dipping through the air, gaining upon his target.

The sudden movement and the sounds of explosions woke Rarity over where the other ponies tried to hide on the sidelines. Rarity opened her mouth to ask about what was happening when she spotted Fluttershy still sitting in a dazed state, chuckling away next to the crater from before.

"Fluttershy!" Rarity cried out, dashing across the battlefield without question to help her unaware friend.

"Rarity! Wait up!" Pinkie shouted as she bounded after her friend.

"Pinkie! Rarity!" Twilight gasped in fear from where she was stuck behind a rock with Rainbow Dash and Applejack in a bombardment.

"Look out!" Pinkie called, pushing both Rarity and Fluttershy to the ground as a bright blue fish crashed into the wall above them before promptly exploding.

"What's going on!" Rarity gasped as she watched fish fly above them.

"Well, Discord and this meanie changeling are fighting, and Rainbow Dash wanted to get in on all the awesomeness but Discord totally shot her down before she could start, and now she is hiding all mopey-like over there with Applejack while Twilight thinks up a plan that will blast them both away and let us go _finally_ have that party we've been talking about for, like, forever ago," Pinkie explained all in one breath.

"Oh?" Rarity said with a confused look upon her face, "Is that all?"

"That and Fluttershy seems to have been lost in her own world of laughter and insanity and I want to know how to get there. It sounds like fun!"

"I don't think now is the time for that, Pinkie," Rarity admonished.

"You're like a professor who won't let ponies ride bikes indoors," Pinkie huffed, turning away before Rarity could even bother to ask what she meant and brandishing a new party cannon, "Now did somepony say PARTY!"

With a stomp of her hooves, Pinkie launched a barrage of silly string upon the hawk-changeling and Discord. The two opponents were left with no time to react, getting caught in massive web of the sticky party string. Chalcid looking much like a fly upon a spiders web as he struggled in his hawk form to remove himself from the webs.

"Where did you find this stuff, Pinkie?" Twilight asked as she tested it with her hoof and found it would not let her go.

"Why, I made it for Nightmare Night," Pinkie smiled brightly, "I wanted more realistic webbing for the spider games and for the haunted houses!"

"You don't say," Discord grumbled from where he hung upon the wall, a myriad of mini-Discord's in hard hats and using construction equipment working to remove him from the webs.

Rainbow grinned as she flew before the draconequus.

"Who's got who now?" Rainbow mocked.

Discord rolled his eyes, snapping his tail, transferring all the webbing from him to the pegasus, who now hung upside down from the ceiling.

"Don't worry! I've got ya' Rainbow!" Applejack called as she lassoed the now furious yet mummified pegasus.

"How do we get her out of this, Pinkie?" Twilight asked, still struggling to unstick her own hoof from the string.

"I did start with a sugar base," the pink earth pony blushed at seeing her own tool used against them.

"Do I really have to drool all over myself?" the changeling huffed from where he hung upon the wall.

"Oh, I wouldn't mind if you hung around all day," Discord grinned, "I've got you right where I want you."

"Great way to win a fight," Rainbow called out, Applejack having finally freed her face, "Letting somepony else do all your dirty work while you claim the victory lap."

"Hey, no one asked you," Discord growled, glaring at the pony, "And this could have gone on for practically forever at the rate we were going."

"I would not have become a Commander to the mighty army of Queen Chrysalis if I was to beaten by some candied web," Chalcid growled, morphing into an elephant, forcing the web to break under his weight.

"Great, now look at what you've done," Discord huffed, "You've given him time to escape. Just great!"

"What I've done!" Rainbow yelled back in frustration as Applejack worryingly rolled her out of the middle of the room.

"Now good Lord Discord," Chalcid said as he changed into his base form, "Will we continue this battle?"

"Oh, it sounds like such a blast," Discord stated sarcastically, "But I think we are quite done here."

"Done?!" Chalcid shook his head in outrage, "Are you willing to surrender so easily!"

"Oh no, nothing like that," Discord flippantly waived off the changelings rage. "But case in point," he continued, pointing to a spot underneath Chalcid, "Checkmate!"

Chalcid froze, glancing slowly down underneath his hooves, were the mini-Discord's in construction gear were finalizing their placement of a single glass of chocolate milk. Working as one the group pulled straws from behind their backs and began to drain the glass from the milk. Chalcid pulled his magic to change form once more, but only got as far as the initial morph of his limbs before the last drop of glass was removed, resulting in a massive explosion.

Discord watched in mute satisfaction as the changeling flew across the room, smacking against the stone wall. Walking towards his opponent, a grave look upon his face, he studied the commander, who had once stood proud now in ruined armor withering upon the earth below him. When he was a few dozen paces away, he paused, watching as Chalcid struggled to get up, glaring at him the whole time.

"I just don't understand you at all," Chalcid huffed from across the room, "You say one thing then do the other. A total hypocrite."

Discord gave him a long stare. He honestly had nothing left to say to this bug that had been annoying him for so long today.

"You say that you want nothing to do with these ponies but then fight to the bitter end to defend them."

"I already told you," Discord rolled his eyes, "I'm not with these little cheerleaders."

"Hey!" Rainbow and Applejack protested from behind him.

"I'm just taking care of my friend. You could have had any other pony here. For crying out loud! You could have taken Princess Celestia tied up in a bow to deliver straight to your little Queenie-Poo! But Fluttershy? Fluttershy is off limits."

Chalcid looked up at Discord's imposing form. The draconequus, while obviously worn and tired from their long skirmish against one another, stood tall in the face of victory. Letting out a dry, humorless laugh, the changeling leader shook his head from side to side.

"What is it now?" Discord huffed.

"They've got you indoctrinated into their little cult, and you don't even see it yet," Chalcid spoke softly.

"_Princess_ _Celestia _has you like a dog on a chain," he spat, glancing up to meet Discord's eyes, "And here you are, willing to be at her beck and call so long as it is in the name of that obviously deranged pony that can't even recognize her own kind as they kneel before her."

"Shut up," Discord hissed.

"You're just another pet in that moc-god's possession," Chalcid laughed, "Always hiding in the background with no free will of your own."

"I said to shut up!" Discord yelled, summoning the changeling to him and flinging him across the room with his magic. The already downed changeling hit the wall with a hard thud.

Discord marched across the room til he stood right before Chalcid, glaring down at his form, "I'm no one's _pet_. I am the Lord of Chaos, and my will is my own."

"Do you really think that that pony, that Fluttershy, will ever see you as a hero?" Chalcid gave a gasping laugh that made it sound like he was choking, "You'll always be the villain in their eyes. No matter how many good deeds they force you to do."

"Like it or not, Discord," Chalcid whispered softly that Discord could just barely make out the words, "These ponies have you under their spell. And they will use you until the very end."

Discord didn't respond. It was honestly a worry that he had been harboring as well. He had hoped that if Fluttershy went with him instead of her friends then they wouldn't have to worry about that. They could be out of Celestia's control and could live happily wherever they went.

Shaking the thought away, he looked down at the changeling. He lay haphazardly and broken upon the ground, eyes barely open as he tried to meet Discord's gaze, letting loose one final shaky breath before slipping off into oblivion. Discord felt a moment of worry that he had killed him when he noticed his chest rising and falling in rhythm. Just because he wasn't a textbook definition of heroic or super kind or nice to every pony didn't mean he couldn't save ponies too.

In a way, he almost felt bad for the commander, following his master's orders until the bitter end. Almost like the young Twilight Sparkle, except not as fun to mess with.

Turning around he studied the room before him. On one side sat Twilight, Rainbow Dash, and Applejack, all studying him with narrowed eyes, posed to attack at a moment's notice. On the other side was an elongated crater where Rarity and Pinkie Pie sat, both acting as a living shield while trying to protect their friend whose laughter was still ringing throughout the caves. But it wasn't the other ponies in the room that mattered right now.

A frown marred his face as he looked at where Fluttershy sat, laughing the day away, barely taking time for breaths. She remained sitting in a large crater, looking at the hole in the ground with wild eyes, not even responding or moving with the urgings of the white unicorn or worried pink pony that sat next to her. This was not the Fluttershy that he had been caring for in his cottage, nor the Fluttershy he had parted with in the caves. She had become someone else while he was away.

Discord growled, turning his attention to that of Twilight Sparkle.

"I don't know what you did," Discord said, glancing down at the little unicorn leader of friendship, "But you will give her back now or I'll-"

"DISCORD!"

The voice that interrupted his threat was one that he was hoping to not hear. Especially not in this situation.

The little crusaders of friendship all stood taller with relief written on their faces as they called out, "Princess Celestia!"

"If it isn't the Queen of the Sun and all that is magic," Discord clicked, turning to look over his shoulder at where Princess Celestia had entered the room with a contingent of guards in tow, "What can I help you with this fine day?"

"Discord," Celestia sighed giving her head a shake. Hearing the rustling of armor around her, she held up her hoof, she gave a silent command to her guards to stand down and let her handle the situation. They almost seemed to sigh in relief at not having to fight against the draconequus.

A gasp from behind her though told her that their tagalong had made it to the front. The shuffling of hooves sounded as the doctor they had found in Manehatten started to rush forward across the room.

"Doctor," Discord sneered as he glared down at the medical pony, making her pause in fright.

"Di-Discord," Strong Bones muttered, glancing back and forth between the Princess and the Chaos Lord, uncertain with what to do.

"Go check on your patient, doctor," Celestia said with a small smile, "Discord and I have much to discuss."

With a small nod, the doctor glanced up at Discord and muttered a small apology, before resuming her trek to her patient. Once by the side of the side of the pegasus she could only frown in worry as all the hard work she had put into helping her wings heal seemed to have been put into jeopardy with the way feathers and fur peaked out of the remainders of her bandages and casts.

"Fluttershy," Strong Bones whispered in worry, pulling off a medical saddle that she had been given by one of the guards upon landing.

Getting no response, she spoke a little louder, scared to shout with the tense standoff going on behind her, "Fluttershy, can you hear me?"

"Do we know you," a voice asked with distrust. Glancing over her shoulder, Strong Bones spotted a white unicorn that was looking at her with a frown sitting next to a worried pink pony.

"No, I suppose you don't," she muttered, "My name is Strong Bones. I'm a doctor from Manehatten Medical. Discord had...contracted me to take care of your friend's injuries and look into whatever made her change. Princess Celestia brought me here as I was sending letters to the Canterlot Library about spells that affect cutie marks."

"Nice to meet you," the pink pony jumped forward, smile gracing her face for a moment before she glanced at her injured friend who had yet to even note their presence here, "I'm Pinkie Pie and this is Rarity." With a pause, she seemed to hesitate before asking, "Are you going to make Fluttershy...normal again?"

"I'm going to try," Strong Bones began, "Has she...has she been like this long?"

"A little while now," Rarity provided, "Ever since our friend hit the double of Discord with a spell that made it vanish she's been...well…."

"Completely insane?" Pinkie provided, earning a glare from Rarity.

"I see," Strong Bones frowned, "And she hasn't responded at all to any of you?"

"Not at all," Rarity looked like she was going to cry, "This isn't like her at all!"

"It's the spell," Strong Bones said, turning back to her patient and trying to see if she could get the pegasus to respond through prods, "The spell has changed things in her head and magic if certain books are to be believed. If we can reverse the spell…."

"But we can!" Pinkie cried out with a frown, "Big meanie Discord refuses to let us near Fluttershy!"

"Then I guess we'll just have to hope that Princess Celestia can get through to him," Strong Bones sighed as she quickly got to work trying to fix the injuries on the now deranged pony.

* * *

Celestia watched the doctor run off to the small pony of kindness, keeping an eye on Discord to make sure he did not retaliate at what he may perceive as a betrayal. The cavern they were in echoed with the deranged laughter of the missing pegasus and the muted whispers of the doctor and the bearers of generosity and laughter. All around her the remaining bearers of harmony and her guards waited with baited breath while Discord tried to give off the vibe of disinterest even while his tail twitched back and forth in anxiety.

"If you are not here for anything then I would ask you to leave," Discord continued, tired of waiting for her to speak, "These ponies and I have business to deal with that does not include you, your _Royal Highness_."

"Don't you talk to Princess Celestia like that!" Rainbow Dash growled out, hovering in the air once more in anger.

Twilight Sparkle stepped forward, "Princess Celestia. We came here to try and get Fluttershy back to Ponyville so that we can-"

"So that you can make her miserable all over again and use her as your own personal lab rat!" Discord challenged, "Don't think that you can excuse what you have done here! We all know it was _your_ spell that did this Sparkle Butt!"

"Discord," Celestia uttered with authority, gaining the draconequus's attention, "Perhaps you should give them a chance and listen to what they have to say."

"What _they_ have to say!" Discord laughed in disbelief, "No! No way! Don't you see what they did to Fluttershy the first time! They have lost all trust I may have had for them!"

"Don't you think you have done enough here today, Discord?" Celestia asked as though talking to a spoiled child.

"_I_ have done enough here today!" Discord cried out, "What about what _they_ have done!"

"It was a mistake!" Twilight called out, trying to defend herself.

"I've heard it all before," Discord growled, "Like I am going to believe that load of-"

"Perhaps it is time to listen, Discord," Celestia interrupted him.

"Listen? To what! Their lies? Ha!"

"We have a counterspell!" Twilight cried out.

"You have a counter...wait, what?" Discord paused mid-mock.

Celestia sighed, moving closer to the draconequus so that she was standing next to him, "Look at the ponies before you and ask yourself why they would go through all this trouble to bring their friend home if they weren't wanting to help her."

"Because she was their favorite plaything," Discord muttered.

"Listen to me, Discord," Celestia said, getting him to meet her gaze, "While you may have gone about it all the wrong way, I do have to commend you for taking your friendship with Fluttershy to heart."

"WHAT!" echoed throughout the caves as the sane elements of harmony and a draconequus all called out in shock.

"I have to admit," Celestia said with a smirk, "I had thought that you weren't paying any attention at all, but here you are, trying to take care of and protect your closest friend you have ever had."

"Well, of course," Discord scoffed, "She was hurt and I just couldn't leave her out in the forest like that!"

"Exactly," Celestia smiled, "The Discord I knew from long ago would have laughed at the situation that Fluttershy is in. But you went as far as to try and take her home, didn't you?"

"He...he did?" Twilight asked in surprise, staring at Discord with wide eyes.

"P-perhaps," Discord looked at the floor blushing, "She was a long ways from home and I thought that she could use a ride back."

With an awed look at Celestia, he asked, "But how did you know this?"

"A very enthusiastic doctor who is very concerned about her patient may have told me," Celestia smiled as she looked out across the room where the doctor was now rewrapping the pegasuses wings.

After a moments pause, Celestia asked again, "So don't you think that you have done enough here today?"

Discord took in a deep breath and held it, his eyes obviously dancing around as he argued with himself inside of his own head. The distinct sounds of high pitched voices on fast forward could only be lightly caught over the noises in the room. The whole room could only wait with baited breath.

"You have a counterspell?" Discord stared at Twilight out of the corner of his eye.

Twilight took a moment to answer, caught off guard by the sudden question, "Of course. The rest of my friends would have been just like Fluttershy if I didn't."

Discord closed his eyes, face contorted, as his hands going into fists as his internal battle seemed to rage. Twilight Sparkle, Rainbow Dash and Applejack all stood at the ready to fight as he tensed his muscles once more.

Finally, after what felt like an eternity, Discord sighed, his shoulders going slack and face drooping in what looked like defeat.

"Fine," he finally relented, though it was uncertain if he was actually talking to Celestia or one of the voices in his head, "We'll bring her back to Ponyville."

A relieved sigh echoed throughout the room. A small smile passed between Twilight and her friends at their final success.

Looking up, he made a look at Celestia that held an unspoken threat if this didn't work, "We'll bring Fluttershy back to Ponyville. And she'll get this curse lifted."

Celestia didn't respond, instead casting him a knowing smile as he moved forward. He walked past Twilight Sparkle, Applejack and Rainbow Dash, each with a look of distrust in their eyes. Heading closer to the small pegasus, he paused for a second when Rarity jumped up to block his path. They locked eyes for a minute before he moved past the dressmaker and towards where the doctor and Pinkie Pie sat with Fluttershy. Pinkie looked up at him and gave him a hesitant smile before scooting back.

Glancing at the doctor, he hesitated, not wanting to interrupt her as she took care of Fluttershy's injuries.

"Don't worry so much," Strong Bones didn't bother to look up from where she finalized her last bandage, "You were only looking out for your friend, right?"

With a sigh she tied the bandage, smiling as he raised her gaze, "You take good care of her now, got it? Or else you'll have to deal with me!"

Discord scoffed lightly at the threat, "I'm sure you would. I don't believe anyone could hurt your patients on your watch."

"You better believe it," the medical pony smiled up at him, "And when you're done here come see me. I have more than enough bandages for your arms."

With that Strong Bones took her leave, moving back so that Discord could talk to the pegasus.

Finally reaching Fluttershy, Discord paused, and glanced back to all the ponies in the room who were watching him closely. With a final sigh, he kneeled down in front of the laughing pony.

"Fluttershy?" he asked nervously, uncertain if she would hear him, "Can you hear me in there?"

The laughter that sounded through the cavern suddenly came to a halt at his voice.

"Dis...cord?" Fluttershy's voice came out weakly.

"Fluttershy," Discord smiled, "Are you alright in there? You were really starting to scare us."

"Discord," she repeated again, her eyes barely coming into focus on his form in front of her, "Please...can you make it stop…."

"Make what stop?" he asked in concern.

"The laughter," she muttered, pulling her front hooves down over her ears, "Make it stop. I don't want to hear it anymore."

As she shook, she began to cry, but instead of sobs she let out only giggles, "They just keep laughing at me….and they just won't stop."

"Who's laughing at you Fluttershy?" Discord asked in a soft whisper, reaching out to pat her on the head with his paw.

"Everyone," she muttered with another sad giggle.

With a soft sigh, Discord looked down at the pony in front of him. How had it gotten this bad? He was only trying to look out for her. But perhaps he had been a little over enthusiastic about it all now that he really looked back on everything that had happened.

"Fluttershy," he said again over her giggles, "I'm going to make this right, my dear."

"How," she gasped, truly looking at him for the first time with large tears in her eyes.

"Don't you worry about that," Discord smiled softly, "For now, just rest. You need it."

Before she could protest, he tapped his eagle claw in the middle of her forehead. With a large yawn, Fluttershy found herself slipping into oblivion. Her last sight was of Discord smiling sadly down at her.

* * *

When Fluttershy awoke later, she found herself in a room that felt familiar yet she could not recall. It was the first dreamless sleep she had had in a long while and it had somehow rightened the world for her once more. Laughter still echoed in the distance, and the ideas of parties and celebrations still danced in her mind, but they were once again at a manageable level that she could work past.

Getting up, she hissed in pain. Looking at her back she saw that her wings had been wrapped up once again, leaving her at a loss for a second. It was only the most vaguest memories that she could recall Doctor Strong Bones trying to help her, but they felt more like a dream than that of reality.

Cautiously she finally got out of the bed and opened the door, only to be greeted with the sight of the second floor landing of what seemed to be Rainbow Dash's cottage, though it seemed to be in some great state of disrepair. The sofa that had sat welcoming in one corner of the room seemed to be torn up, and books were strewn across the floor of the small room downstairs. Even the walls had claw marks where some large creature had been fighting to get out of the building.

"Fluttershy!"

Turning her head, she spotted Twilight Sparkle looking surprised at her from the bottom of the stairs. Cries from outside the front door of the cottage preceded the forms of her other Ponyville friends who rushed inside the house with Rainbow Dash and Applejack getting stuck for a moment as they tried to enter at the same time.

"You're finally up," Twilight smiled as she went to stand next to her at the top of the steps, "How are you feeling?"

Fluttershy paused in thought to really think about it.

"I….I don't really know. I-I guess I'm alright for the moment," she finally uttered, getting a worried look from some of the ponies at the bottom of the steps.

"Well I think you woke up just in time," Twilight gave a soft smile, "We were just trying to tidy up around here but were needing your help with one particular problem that we think you might be best suited for."

"I-I don't know if I'm the best pony right now for anything," Fluttershy muttered, eyes blurring for a second as she gasped, "Unless it's a party!"

"Oh! That would be so much fun!" Pinkie cried as she appeared next to Fluttershy, hanging over the railing of the stairs with a small party hat on her head, "We were needing to throw you a rescue party after all!"

"Pinkie, I thought we talked about this," Rarity said from below, eyes twitching in frustration.

"Oops! Sorry," Pinkie apologized, glancing back at Fluttershy who seemed to have returned to normal and was glancing at Pinkie nervously.

"Sorry," Fluttershy muttered, "I-I can't control it sometimes."

"It's alright, sugarcube," Applejack said with a smile below, "We know it's not your fault." With a pause, the cowpony awkwardly added, "But if you are feeling up to it, Rainbow Dash here was really needing your help."

"I'm needing hel-?" Rainbow started only to elbowed in the ribs by Applejack, "O-oh yeah! I was having trouble with the, um, animals and stuff, and could really use some help or something?"

"Well, I-," Fluttershy looked flustered and a bit confused at what was going on.

"Rainbow could use an assistant with feeding the animals," Twilight continued, "She is needing your help!"

"But what about the rest of you, can't you help her?" Fluttershy asked dubiously.

Everyone hesitated at that, trying to think of a good way to get her to go along with the plan so that they could get the magic to take effect.

"Well," Rarity said slowly, "We were all busy with...with cleaning up this room!"

"Yeah!" Applejack quickly picked up, "And when Rainbow Dash asked for help we thought that it would be a great job for you! Since there was less heavy liftin' and all!"

"I...I guess I could help," Fluttershy looked up cautiously at her friends, "Afterall, we are friends for? Right?"

With a collective enthusiastic cry, the group of ponies lead Fluttershy to the darkened kitchen.

"Why is it so dark in here?" the yellow pegasus asked uncertainly.

A soft click revealed a single ray of light shown on a small white rabbit that was tied down to a miniature chair in the middle of the room. The beam of light shown only upon the rabbit, leaving the rest of the kitchen only visible in ghostly outlines.

"We tried to get him to talk," Pinkie appeared next to the chair, wearing a hat similar to the old detective movies and a toothpick in her mouth, "But he isn't squeallin'."

"Pinkie," Twilight dragged the party pony out of the room.

"He-He was refusing to eat," Rainbow dashed into Fluttershy's view, lying through her teeth, "We tied him down so that...uh...he wouldn't get into the sweets?"

The group held their breath as the pegasus seemed to contemplate that answer.

"I guess that makes since," Fluttershy said softly, much to the relief of everyone in the background.

Walking up to the bunny who was struggling to get out of the chair, "Oh, you poor dear. That doesn't look comfy at all. How about I undo those ropes."

"NO!" Rainbow cried out.

At Fluttershy's questioning look, she quickly backtracked, "I mean, he was in time out? But if it's what you think is best…."

Fluttershy frowned at her friend but untied the small bunny anyways. After the ropes freed the small creature it immediately put up his little fists to try and fight her off.

"Now that's not a good way to act," Fluttershy reprimanded, "I thought you were hungry. Don't you want a nice healthy meal?"

The small rabbit glared up at her, giving her a loud huff of annoyance.

"Now-now," Fluttershy tutted awkwardly, grabbing some vegetables from a nearby basket and bringing them forward, "Wouldn't you prefer this carrot? Or perhaps some fresh lettuce?"

The small rabbit cautiously sniffed the vegetables, his distrustful eyes never leaving the pony before him. Pausing, the bunny glanced down at the basket full of goods, a hungry look coming to his eyes. Picking up a nearby stick of celery he pulled it close, looking over the angles of the vegetable and studying for impurities. One last sniff and distrustful glance at the yellow pegasus, and he finally took a bite from the stalk.

After a few chews he stopped as though surprised, then turned around and whistled. All the ponies looked around in fear as the floor began to vibrate under their hooves as the sound of a stampede made its way to their location. As sudden as the noise started it stopped, making all the ponies pause in confusion.

"What was that all about?" Twilight asked.

A knock at the door answered her question.

Walking over to the door Rarity opened it slowly, gasping in horror as a horde of rabbits, mice, squirrels and other small critters came running into the small cottage up to Fluttershy. Birds flew past the ponies heads, barely missing them in their flurry while a bear slowly pushed its way through the doorway. The animals didn't give any of the other ponies in the cottage a second glance as they rushed up to Fluttershy, all shouting their discontent.

"O-oh my," Fluttershy gasped, looking at all the creatures, grabbing the basket of vegetables close like a shield.

Reaching in, she pulled out some carrots and handed it to a nearby group of bunnies. Followed by a head another stick of celery for some of the mice that had congregated by the kitchen table.

"I'll help you each as soon as I can," she called out over the ruckus as more and more animals poured into the room through the windows and the doors.

"Here are some nuts for you," she said with a smile as she put a small basket down in front of some squirrels.

"And how about some seeds for you beauties," she called up to some songbirds that were sitting on the chairs around the table.

Rushing around the small yellow pony made quick work of helping all the animals that had flooded the cottage, a smile adorning her face the more she worked with the creatures. With each animal that she cared for, whether it be a small hug for some of the babies or some long needed food for the larger animals in the room, her friends saw a glow that would grow brighter and brighter.

After Fluttershy finished talking to a humming bird, pulling some nectar that she had spotted in the fridge earlier for the creature, Twilight Sparkle came forward, carrying the Fluttershy's Element of Harmony by her side. When Fluttershy turned to see who the newcomer was, Twilight placed the necklace around her neck, watching in happiness as her friend stood still for a moment, memories and experiences flooding her mind, then shook her head and looked at the group around her.

"What...what just happened?" Fluttershy asked in confusion, looking at the smiling group before her.

Twilight glanced at Fluttershy's cutie mark, finally back to the normal collection of pink butterflies and sighed in relief, "It worked. You're finally back!"

"A true, true friend helps a friend in need," Pinkie sung happily.

"A friend will be there to help one see," Rainbow joined in without a second thought.

"A true, true friend helps a friend in need," the rest of the group, including Fluttershy, began to sing along, "To see the light that shines from a true, true friend!"

* * *

"Please explain one thing to me," Discord asked, rubbing his brow to try and keep away the headache as he watched the scene before him, "Just why do you ponies seem to break out into song and dance at every available turn? I mean, how do you all suddenly know the chorus? And do you practice your dances weeks in advance incase you have a song attack?"

Celestia laughed at his question, walking away from the cottage. Discord followed along silently, crossing his bandaged arms in frustration. Why did she always avoid that question?

"You shouldn't be so grumpy, Discord," Celestia smiled, "You're friend is back to normal, she is back in her home in Ponyville, and everything has been put right once more. You can go back to your normal routines now."

"Yeah, normal," Discord muttered, the two glancing back as the group of ponies made their way out of the small cottage still singing their song. Birds flew in colorful patterns above them like fireworks in the sky, while rabbits and squirrels danced merrily around Fluttershy.

The dancing animals only paused for a moment when Twilight Sparkle had an epiphany, declaring that they should make their way to the library at once. The rest of the group smiled and they all started up their song once more, making their way off to Twilight's treehouse.

"Bah," Discord frowned, waving off the ecstatic group of ponies, "I should get going before all this mushy stuff gets to my head."

"Are you sure you don't want to stay and see what happens next, Discord?" Celestia asked with a frown, "I'm sure that there is one pony in particular that would love to talk to you."

"No," Discord shook his head, already hovering above the Princess, "It's for the best. I'm sure that none of them want me around right now."

Floating a little higher he turned and waved to her, "I'll be in my tower in Canterlot if you need me, your _Royal Highness_."

Celestia gave a half smile at the draconequus as he floated away, both of them missing the sad look of Fluttershy as she paused in her singing to watch Discord fly away into the sunset.

* * *

**So only one small chapter left after this to wrap everything up! See you then!**


	22. Epilogue

**AN: And here is the conclusion for the story. I've been playing with making a sequel but...well, I don't know how to sew it all together right now, so it may take time.**

**Otherwise this should have the last bit and wrap up the everything that is left.**

**As per usual, I don't own My Little Pony.**

* * *

Epilogue

* * *

Celestia stood before the mirror looking over her dress before the coronation ceremony for Twilight Sparkle. The dress was exquisite, supposedly having some design input from the dressmaker in Ponyville that Twilight was friends with known as Rarity. She would have to commend her on such a successful outfit once the ceremony was done.

"Was that all really necessary, sister?" Luna's voice rang out from behind her.

"Luna," Celestia said in form of greeting, turning to see her sister standing in the doorway to her dressing room.

Luna gave a small nod back, but the frown never left her face, "I still don't see why you couldn't have chosen one of the other spells to promote your pupil. We both know with the wording of that spell that there was a high chance that Star Swirl was-"

"We have been over this, Luna," Celestia sighed, "There has been no evidence that Star Swirl was trying to steal magic or immortality from another pony. For all we know he was trying to set up a spell to remove power from something as a last effort to protect the kingdom from evil."

"The wording of the spell leaves little else to the imagination," Luna huffed, "But we are getting off topic, Sister. It was the actions that you put forth that put ponies at risk. Perhaps all of Equestria if we consider their connection to the Elements of Harmony."

"And yet everything turned out exactly as they needed to," Celestia maintained, "Twilight Sparkle proved her worthiness through her actions and thoughts, and the Elements of Harmony remain as a complete collection with their current hosts. Even Discord has got something out of this event and has doubled down on his studies of friendship."

"Yes, the draconequus," Luna gave a frown, "Are you sure that it is wise to have him near Twilight Sparkle and her friends so soon? They were at odds not even a fortnight ago. Should we really risk an altercation?"

"You worry needlessly, sister," Celestia smiled, "He is going out of request. Plus, it may be a good time for him to mend any problems that have come up between him and the girls as a whole."

"Now come dear sister," Celestia smiled as she made her way to the door, "There is no need to be so down when today is a day of great cheer. We have a coronation ceremony to run and a new princess to welcome!"

Luna sighed, Celestia had a tendency to make it difficult to argue against, "Yes, yes. Let us go. Say what you will about my attitude, but I do agree with what you said earlier."

"Oh?"

Luna smirked as she walked past her sister, "Twilight Sparkle has worked hard and earned every right to be a Princess here with us."

* * *

Twilight Sparkle and her friends all laughed at the balcony after her speech. Becoming a princess was too surreal, and she still wasn't sure if she was dreaming or not.

As her friends all laughed, moving down the hall so they could finalize the final preparations for Twilight's grand entrance into the garden, officially marking her public appearance as a princess, Twilight found her gaze landing on Fluttershy. Her wings had healed enough for the celebration that she didn't need casts, but was grounded for the stay so they could fully heal. The pegasus gave a light laugh at a comment Pinkie made, her smile large as she walked with her friends, but Twilight had seen otherwise when Fluttershy thought she was alone. With all the sudden coronation preparations and Fluttershy's near daily visits with her doctor friend, Twilight had simply not quite found the time to address it.

"Something on your mind, _Princess_ Twilight?"

Twilight jumped, surprised to find Princess Celestia walking next to her in the hall. With a sigh she slowed to a stop, allowing her friends to move ahead, their voices disappearing down the upcoming stairwell. Celestia stood beside her, giving her time to speak.

"Will Fluttershy be alright?" Twilight asked softly, "She still doesn't seem like herself."

Celestia's smile softened as she looked at the now alicorn's downtrodden face, "Healing, especially mental healing, takes time. We cannot expect her to be back to her kind, if not horribly shy self in only a few short weeks."

"I know," Twilight whispered, "I just...I just worry about how Star Swirl's spell may have affected everyone. What if it wasn't fully broken? What if I affected other ponies without knowing it!"

"Twilight," Celestia let out a ringing laugh, "Now whatever would give you that idea!"

"Well, I guess I'm just still confused as to how the spell worked. I mean, some ponies were affected and forgot everything, while others, like Spike and Discord, didn't seem to notice any magical effects."

"How about we look at all the pieces individually," Celestia offered, walking slowly down the hall once more, "What ponies were affected by the spell?"

Twilight followed slowly behind, contemplating her answer, "My friends, of course. And then there were the towns ponies, who couldn't quite seem to remember who did what in the town."

"Indeed," Celestia nodded, "And what of other ponies? I do believe you wrote me a letter detailing a conversation with the Doctor Strong Bones."

"Well, she didn't seem to see anything wrong until she talked with Fluttershy. Like Fluttershy was just another pony until they actually met."

Celestia nodded, taking slow steps down the stairway, "So what does that tell us?"

"That either the spell was based on a proximity blast or knowledge of the subject. But that doesn't explain Spike. Or even Discord."

"I believe you should already know the answer to your question on little Spike."

Twilight hesitated, before offering her theory, "I was thinking it could be how close he was to me when I cast the spell. Like an eye of the storm kind of idea?"

Celestia paused to consider the answer, "While that could be true, I think you are forgetting an easier answer."

Twilight responded with a confused look.

"Tell me, what do you know of dragons?"

"That they are a highly intelligent, magical species and reptilian in nature. Notoriously greedy and full fledged adults have a tendency to isolate themselves in their later years. Some have wings, but others do not, and most biologists are not too sure why," Twilight gave her textbook answer.

"Yes, but what of their magic?" Celestia guided.

Twilight frowned, "It's traditionally fire based?"

"And?" Celestia urged.

Twilight's face contorted as her eyes moved back and forth like she was rereading a book. After a minute, she stopped, eyes wide. Putting her hoof to her face she groaned, "And they are notoriously magic resistant! Oh, how did I forget!"

Celestia's laughter once more rang down the halls of the stairwell, "Sometimes it is easy to forget the details."

"So would the same hold true for manticores? The one in the Everfree wasn't affect either."

"I wouldn't see why not," Celestia shrugged, "But between you and me, I'm not very well versed in beastiology."

Twilight laughed a little as they made it to the ground floor landing.

As her mind went back to her question, a frown marred her face, "But that doesn't explain Discord."

"I mean," she backtracked, "He is part dragon and all, but would that be enough to keep the spell from affecting him?"

"Let's look at the problem this way," Celestia said, stopping to look directly at Twilight, "We have two unicorn's dueling. Which one would win in a battle of magic?"

"Whomever is a better tactician?" Twilight answered confused.

"True," Celestia spoke slowly, "But let's assume they are at equal skill levels. They are both similarly fit, both know the same spells, and are in an arena with no outside help."

Twilight paused to consider the factors, "Well, wouldn't it be down to who had more magical power?"

"Indeed," Celestia smiled, "So, for instance, let's say it came down to a weaker unicorn casting a memory spell upon a stronger unicorn?"

"The spell wouldn't work," Twilight spoke confidently, "The magic would be too weak to take hold on a stronger magical being."

"So what would happen if say a unicorn cast this same spell upon a creature of higher magical power?"

"It wouldn't be able to work," Twilight muttered, brow still creased in confusion, "But what of the Elements of Harmony! I cast a spell on him that turned him to stone!"

"You _guided_ a spell," Celestia corrected, "You must remember that the Elements are their own magic, and are connected to the world around us in ways we cannot begin to fathom. You may have been the one to unleash the spell, but it was not magic you casted of your own inner magic."

"So Discord wasn't affected simply because he has more magic than me?" Twilight summarized with a frowned.

"In not so many words, yes," Celestia smiled. At Twilight's almost defeated look, Celestia added, "If it makes you feel any better, neither myself nor my sister Luna had any changes in memory of little Fluttershy."

"I suppose."

"Twilight, you must remember that there are always those who are more powerful. Be it in knowledge or magic or simply physical strength, there is always someone who will be better than you. So don't let it hold you down. Use it as a way to improve yourself."

"Anyways," Celestia smirked, "Isn't it better in this case that your spell did not affect Luna or myself?"

"You're right," Twilight smiled up at the princess, "I guess that's part of what makes you a good teacher."

"You know as well as I that I am no longer your teacher," Celestia chided in a joking manner, "We are both Princesses of equal standing. Now isn't it about time for you to make your grand entrance into the garden?"

Twilight laughed as they opened the doors to the garden. No matter what Princess Celestia said, she would always be her teacher.

* * *

Discord watched the groups of singing ponies with disgust. Here he was, trying his best to be the greatest friend he could be to Fluttershy, and instead of being rewarded he was treated as the bad guy. He may admit to having gone a little overboard and was a little overprotective of the shy pony, but that didn't excuse the fact that all the ponies shied away from him at the ceremony and gave him looks of disgust when he was around.

With a sigh he leaned against the railing of the balcony. He had hoped that by going to this silly event that he could see Fluttershy and they could at least talk about everything. The ceremony had been nicely done with a nice level of song and flare but was overall very girly for his tastes. Not that he was really expecting anything less. And the speech that Twilight made was truly heartfelt and generous. It was obvious to anyone watching that her friends meant the world to her.

Yet when it boiled down to the after party, Discord found any courage he had built up to see the shy pony had vanished. Not to mention he had promised Celestia that he would behave. It wasn't like he was planning on summoning a large variety of cakes to rain down in celebration. Anyways, isn't that what everypony wanted?

Looking off towards the horizon, he watched with a frown as the clouds rolled by across the sky above the large fields and forests that were visible from the tower upon Canterlot's mountain. It was always funny how small things could seem from up here.

The sound of a door opening behind him made Discord stand up with an annoyed sigh. It was most likely _Princess_ Celestia coming by to "encourage" him to be social but not overly social with the ponies down below. Turning around, Discord rolled his eyes and held up his hands to wave them off.

"I know what you are going to say, and the answer is no, I am not going down to that silly little party," Discord said as though he was an important business pony with something better to do at some other place with some other pony.

"Oh, I apologize," a timid voice responded, "Would it be alright if I stayed up here with you then?"

Discord felt his heart stop at the sound of the pony before him. It was not that odd combination of scolding teacher meets caring mother voice that Celestia had but the soft voice of one Fluttershy. Glancing down he saw the small yellow pegasus in question staring up at him with worry in her eyes.

"I-I mean," she quickly backed behind the door, "I-if you don't want me here I understand and I'll just go back down and-"

"NO!" Discord shouted, interrupting her prattle of apologies and excuses, only to make her jump and duck behind the door more.

"I-I mean," Discord blushed, "No, dear Fluttershy! I thought you were somepony else. I was just sitting here and, uh….making sure that those silly weather ponies kept the conditions in check for today's ceremony! You never know what those silly pegasi up there are going to do with those clouds. Wouldn't want anything inappropriate up there on the day of a coronation now, would we!"

Fluttershy let out a soft giggle that made Discord relax, "I don't think anypony would do anything that drastic on today of all days. I fear that they would have Rainbow Dash after them for even thinking about ruining Twilight's big day."

"No, I suppose you are right," Discord laughed, "But to answer your earlier question, you are more than welcome to join me up here! Please, have a seat!"

With a snap a pair of chairs appeared on the balcony, both looking oddly close to Celestia's thrones from her throne room, but Fluttershy wasn't about to ask any questions. With only a moment of hesitation she went and joined him in the seats.

The two sat in an awkward silence for a minute or two before Discord couldn't take it anymore.

"I see your wings have been healed," he said as a way to start a conversation.

"Oh, yes," Fluttershy smiled, glancing over her shoulder at them, "Doctor Strong Bones was kind enough to rewrap them and Twilight was able to find a spell to accelerate healing. The Doctor says that I need to stay off of them for a while and do stretches with them daily or else I could really hurt my muscles. But she otherwise cleared them for today's ceremony so that I wouldn't have to wear bandages or casts during the ceremony!"

"That is a relief to see," Discord smiled. He had been worried about her injuries for the longest time, so it was nice to see that nothing bad came from her time in his vacation home.

Silence descended upon the pair once more. Both wanting to talk but at a loss for words.

"Princess Celestia didn't…." Fluttershy started to ask but stopped part way through the question.

"Celestia didn't what, my dear?" Discord looked at her in confusion.

"Princess Celestia didn't punish you or...anything, did she?" Fluttershy asked with worry in her eyes, "I-I mean, I told her that you were doing your best to help me in my letters to her. And I told Twilight that you were doing a great job of trying to be a good friend to me and take care of me during that time frame. I know that Rainbow Dash and Applejack were both very upset with you and probably still are but….."

Finally running out of breath, Discord could only give a hearty laugh.

"What's so funny," Fluttershy pouted, "I was worried!"

"Oh! Dear Fluttershy, you are simply too kind for your own good," Discord said with a smile as his laughter subsided, "I was not laughing at you. I've just never heard anyone be so...concerned for my own well-being before. The idea seemed so outlandish to me that I could not help but laugh!"

Fluttershy thought about it for a second. The idea of pony, especially one as shy as her, writing letters to some of the most powerful ponies in all of Equestria to ward off a punishment to a being who had threatened and previously attacked many of its citizens and leaders simply because she was his friend could seem almost outlandish in its own right.

"I guess it is a little funny," Fluttershy gave a shy smile, ducking behind her hair in embarrassment.

"Well it certainly beats the parties you kept trying to throw when you thought you were the pink one," Discord scoffed, "Speaking of which, there are no after effects, are there? I don't think I can handle anymore of that manic laugh of yours again."

"No, nothing bad," Fluttershy admitted.

"Really," Discord said with disbelief, "Not even an inch of streamers being tossed around a room? The desire to, what was it you said, "Become a magician?""

"Oh no! Nothing like that!" she said, "If anything, I think I may be a little bit scared of parties now. But don't tell Pinkie Pie that! I don't want to hurt her feelings."

"My lips are sealed," Discord said, pulling a finger across his lips, literally zipping them shut in the process.

Fluttershy gave a small laugh at his antics, making Discord smile. It was nice when his skills were appreciated.

"You know," Fluttershy blushed, "I really enjoyed talking with you while I was at your cottage."

Discord frantically started to speak, but his voice was muffled by the zipper that kept his mouth sealed shut. With a huff, he yanked the zipper off of his lips.

"Really," he repeated in clarity.

"Yes," Fluttershy smiled, "I wish we could talk more often."

"Well, perhaps we should then!" Discord said with a large grin, "Who says that we can't talk with one another! Friendships shouldn't have to end with distance!"

"I was thinking," she said softly, tapping her hooves together in nervousness, "Perhaps we can be pen-pals or something like that?"

"Pen-pals?" he echoed, stroking his small beard in contemplation, elongating it like a magician with a never-ending run of handkerchiefs in his sleeve.

"Well," Fluttershy muttered as she watched the beard now reach the floor and start to fall over the edge of their balcony, "I know that's what Twilight Sparkle plans on doing with Princess Celestia since she no longer needs to do letters on her lessons of friendship"

A smile adorned her face as she glanced up to meet his eyes, "And I thought it sounded better than calling them lessons."

"Well, I supposed some letters may be in order," Discord hummed, popping his beard off his face and tossing over the balcony even as a new beard grew back into it's place.

"Really?" Fluttershy smiled, voice almost sounding in disbelief.

"Why should I not, dearest Fluttershy?" Discord grinned down at her, "I do believe we are spending much too little time together and should talk more. How else am I to get your marvelous recipes for cakes and cookies?"

Fluttershy and Discord sat in silence for a moment, smiling at each other for their own small senses of victory when a voice from down below caught their attention.

"Hey! Fluttershy!" Rainbow Dash called from down below.

"Oh! Hey, Rainbow, Pinkie, Rarity!" Fluttershy smiled as she looked over the ledge at her small collection of friends.

"I say, darling," Rarity doled, "Twilight's party is about to finish and you had agreed to help oversee her flying lessons with Rainbow Dash!"

"And you're missing out on some awesomely cool treats down there! These cakes are soooo good!" Pinkie gushed.

"Oh my! Is it that late already?" Fluttershy sounded flustered as she glanced around to try and judge the time, "I'll be down in a minute! I'll meet you in the garden!"

"Just don't be late darling," Rarity said, her and Rainbow eyeing Discord with a look of distrust before walking off.

"I don't think they trust me," Discord said with a mock frown.

"I'm sure it will just take time," Fluttershy said with a soft smile, "So I'll expect your first letter in a week?"

"You can count on me!" Discord stood at attention and saluted.

"Great," Fluttershy smiled as she made her way to the door.

"And Discord?" she said, pausing and turning to meet his questioning gaze, "Thank you for...well, everything. You really were being a great friend when you were helping me. I really appreciate it."

"Think nothing of it my dear!" Discord said with a wave of his paw, "It's what anyone would have done! Now don't you have a party to return to?"

"I suppose I do," Fluttershy said with a smile, "I'll hear from you soon, Discord!"

"I look forward to talking to you again," Discord smiled as he watched Fluttershy disappear into the hallways beyond. And he meant every word.


End file.
